pimpri chinchwad municipal corporation · operation and maintenance of new 3.0t mri machine and...

Pimpri Chinchwad Municipal Corporation

REQUEST FOR PROPOSAL

Selection of Operator

For

Purchase, Installation, Operation and Maintenance of new

3.0T MRI machine and O&M of the existing 0.3T MRI

machine at the MRI Centre in Y.C.M Hospital

September 2018

Tender No: 12/2018-19

This RFP Document consists of:

Part 1: Request for Proposal

Part 2: Draft Operation & Maintenance Agreement

Tender Notice:

PIMPRI CHINCHWAD MUNICIPAL CORPORATION

Tender No. 12/2018-19

Request for Proposal for the Selection of Operator for Purchase, Installation,

Operation and Maintenance of new 3.0T MRI machine and O&M of the existing 0.3T

MRI machine at the MRI Centre in Y.C.M Hospital

Pimpri Chinchwad Municipal Corporation (PCMC) operates eight hospitals which includes one

multi-speciality hospital, seven maternity & general hospitals in Pimpri Chinchwad city. PCMC

through this RFP intends to appoint an Operator for operating and managing the MRI centre with

0.3T and 3 T MRI machine in YCM hospital. Currently PCMC has 0.3T MRI machine at its MRI

centre in YCM hospital.

The Operator for the project will be selected based on the lowest percentage quote submitted for

providing MRI services to the citizens and undertaking the operation and maintenance of the

project for 10 years.

More details about the bid submission procedure and the selection methodology are available in

the Request for Proposal (RFP) document. PCMC thereof invites bids from firms having experience

as envisaged in the Request for Proposal (RFP) document. Interested Bidders may download the

RFP document in the electronic form only from https://mahatenders.gov.in/nicgep/app from 26th

October 2018 onwards. However, the cost of such an RFP document i.eRs. 5,000 (Rupees Five

Thousand Only) shall be paid along with the submission of the bids, failing which the bid

submission would not be accepted. The pre bid meeting for the tender is scheduled on 12th

2018 at the office of Medical Officer of Health, PCMC at 3.00 pm

Advt. No. 310

No. MSB/4/KV/202/2018

Dated: 25/10/2018

Sd/-

Commissioner, PCMC

PART 1 – REQUEST FOR PROPOSAL

Operation and Maintenance of MRI Facility at YCM Hospital

Request for Proposal

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TABLE OF CONTENTS

TENDER NOTICE: ......................................................................................................................................... 2

1 DISCLAIMER ........................................................................................................................................... 6

2 DEFINITIONS .......................................................................................................................................... 8

3 SNAPSHOT ........................................................................................................................................... 10

4 PROJECT BACKGROUND ................................................................................................................ 12

4.1 PROJECT BACKGROUND ................................................................................................................. 12 4.2 THE SCOPE OF THE PROJECT .......................................................................................................... 12 4.3 THE AGREEMENT OF THE PROJECT ................................................................................................. 12

5 DESCRIPTION OF THE SELECTION PROCESS .......................................................................... 14

5.1 SELECTION PROCESS ...................................................................................................................... 14 5.2 STEP 1 RESPONSIVENESS OF BID................................................................................................... 14 5.3 STEP 2 (COVER 1) EVALUATION OF TECHNICAL AND FINANCIAL CAPABILITY .............................. 14 5.4 STEP 3 EVALUATION OF FINANCIAL PROPOSAL ............................................................................ 15 5.5 GENERAL COMPLIANCE CRITERIA .................................................................................................. 15 5.6 TIME TABLE AND MILESTONES ....................................................................................................... 16

6 PROCEDURES TO BE FOLLOWED ................................................................................................ 17

6.1 ENQUIRIES & CLARIFICATIONS ....................................................................................................... 17 6.2 AMENDMENTS TO THE RFP ............................................................................................................... 17 6.3 SUBMISSION OF THE BID ................................................................................................................. 17

6.3.1 Technical and financial capability ....................................................................................... 17 6.3.2 Financial Proposal ................................................................................................................. 19 6.3.3 Bidder registration & bid submission process ................................................................... 19

6.4 INITIALLING OF THE BIDS ................................................................................................................. 19 6.5 INSTRUCTIONS TO BIDDERS............................................................................................................. 19 6.6 BIDDER’S RESPONSIBILITY.............................................................................................................. 21 6.7 VALIDITY OF TERMS OF THE BID ...................................................................................................... 21 6.8 FEES AND DEPOSITS TO BE PAID BY THE BIDDERS........................................................................ 22

6.8.1 Bid Security ............................................................................................................................ 22 6.9 NON ASSOCIATION WITH PROJECT ADVISORS ................................................................................ 22 6.10 CONSEQUENCES OF NOT ADHERING TO THE PROCESS............................................................. 22 6.11 RIGHT TO REJECT THE PROPOSAL ............................................................................................. 22

7 TECHNICAL CAPABILITY EVALUATION....................................................................................... 24

7.1 MINIMUM ELIGIBILITY CRITERIA: TECHNICAL CAPABILITY ............................................................. 24 7.2 MINIMUM ELIGIBILITY CRITERIA: FINANCIAL CAPABILITY ................................................................. 25 7.3 EVALUATION PROCESS ................................................................................................................... 25 7.4 TECHNICAL AND FINANCIAL CAPABILITY INFORMATION FORMATS ................................................ 25

8 FINANCIAL PROPOSAL EVALUATION .......................................................................................... 26

8.1 FINANCIAL PROPOSAL PARAMETERS .............................................................................................. 26 8.2 EVALUATION OF FINANCIAL PROPOSAL .......................................................................................... 26 8.3 FINANCIAL PROPOSAL: INFORMATION FORMAT .............................................................................. 27

9 SCHEDULE OF RATES FOR MRI SERVICES ............................................................................... 28

10 LIST OF MRI CENTRE EQUIPMENTS ......................................................................................... 29

11 FORMAT OF THE COVERING LETTER ...................................................................................... 30

12 DESCRIPTION OF THE BIDDER .................................................................................................. 32

13 FORMAT OF POWER OF ATTORNEY FOR AUTHORISED REPRESENTATIVE .............. 33

14 FORMAT FOR UNDERTAKING .................................................................................................... 35

15 INFORMATION FORMAT FOR TECHNICAL CAPABILITY ..................................................... 36


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16 INFORMATION FORMAT FOR FINANCIAL CAPABILITY ...................................................... 38

17 FINANCIAL PROPOSAL FORMAT .............................................................................................. 39

18 ANNEXURE-I (THE SPECIFICATIONS OF EXISTING 0.3 TESLA MACHINE) .................... 41

19 ANNEXURE-II (NUMBER OF MRI SCANS) ................................................................................ 47

20 ANNEXURE-III (PCMC MRI SCAN RATE CHARGES) ............................................................. 48

21 FORMAT FOR SEEKING CLARIFICATIONS ............................................................................. 49


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1 DISCLAIMER

The information contained in this Request for Proposal document comprising of Part 1 and Part 2

(the “RFP” or “Request for Proposal”) or subsequently provided to Bidder(s), whether verbally or

in documentary or any other form by or on behalf of PCMC or any of their employees or advisors, is

provided to Bidder(s) on the terms and conditions set out in this RFP and such other terms and conditions

subject to which such information is provided.

This RFP is not an agreement and is neither an offer nor invitation by PCMC to the prospective Bidders

or any other person. The purpose of this RFP is to provide the Bidders with information that may be

useful to them in preparing and submitting their proposal pursuant to the Bidding Documents including

this RFP (the "Bid"). This RFP includes statements, which reflect various assumptions and assessments

arrived at by PCMC in relation to the Project. Such assumptions, assessments and statements do not

purport to contain all the information that each Bidder may require. This RFP may not be appropriate for

all persons, and it is not possible for PCMC, its employees or advisors to consider the investment

objectives, financial situation and particular needs of each party who reads or uses this RFP. The

assumptions, assessments, statements and information contained in the Bidding Documents may not be

complete, accurate, adequate or correct. Each Bidder should, therefore, conduct its own investigations and

analysis and should check the accuracy, adequacy, correctness, reliability and completeness of the

assumptions, assessments, statements and information contained in this RFP and obtain independent

advice from appropriate sources.

Information provided in this RFP to the Bidder(s) is on a wide range of matters, some of which depends

upon interpretation of law. The information given is not intended to be an exhaustive account of statutory

requirements and should not be regarded as a complete or authoritative statement of law. PCMC accepts

no responsibility for the accuracy or otherwise for any interpretation or opinion on law expressed herein.

PCMC, its employees and advisors make no representation or warranty and shall have no liability to any

person, including any Bidder under any law, statute, rules or regulations or tort, principles of restitution or

unjust enrichment or otherwise for any loss, damages, cost or expense which may arise from or be

incurred or suffered on account of anything contained in this RFP or otherwise, including the accuracy,

adequacy, correctness, completeness or reliability of the RFP and any assessment, assumption, statement

or information contained therein or deemed to form part of this RFP or arising in any way by participating

in this Bidding Process.

PCMC also accepts no liability of any nature whether resulting from negligence or otherwise howsoever

caused arising from reliance of any Bidder upon the statements contained in this RFP.

PCMC may in its absolute discretion, but without being under any obligation to do so, update, amend or

supplement the information, assessment or assumptions contained in this RFP.

The issue of this RFP does not imply that PCMC is bound to select a Bidder or to appoint the Successful

Bidder or Operator, as the case may be, for the Project and PCMC reserves the right to reject all or any of

the Bidders or Bids without assigning any reason whatsoever.


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The Bidder shall bear all its costs associated with or relating to the preparation and submission of its Bid

including but not limited to preparation, copying, postage, delivery fees, expenses associated with any

demonstrations or presentations which may be required by PCMC or any other costs incurred in

connection with or relating to its Bid. All such costs and expenses will remain with the Bidder and

PCMC shall not be liable in any manner whatsoever for the same or for any other costs or other expenses

incurred by a Bidder in preparation or submission of the Bid, regardless of the conduct or outcome of the

Bidding Process.


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2 DEFINITIONS

Agreement/ Operations and Maintenance Agreement shall mean the draft operations and

maintenance agreement to be signed at the end of the RFP stage, between the Corporation and the

Successful Bidder and has been provided in Part 2 of the RFP Document and shall include the schedules

thereto.

Authorised Representative/ Signatory shall mean the person who shall be duly authorized by the

Bidding Company in its RFP submission to sign on the Bid. This designated person shall be authorised to

perform all the tasks including, but not limited to providing information, responding to enquiries, entering

into contractual commitments on behalf of the Bidder.

Bid/ Proposal shall mean the Cover 1 and Financial Proposal submission as defined in Section 6.3, as

submitted by the Bidders in response to this RFP Document.

Bidder means a Bidding Company/ Partnership Firm/ Proprietary Firm that has submitted a Bid in

response to the RFP Document.

Bidding Company If the RFP for the Project is submitted by a single Entity, it shall be referred to as the

“Bidding Company”.

Bid Security shall be a bid security for an amount as mentioned in Section 6.8.1. The Bid Security shall

be in the form of payment done through the e-tendering system.

Bid Validity Period shall mean a period of not less than 180 days from the last date for submission of the

Proposal.

Business Entity/ Entity shall mean a company incorporated under the Indian Companies Act, 1956.

Corporation shall mean Pimpri Chinchwad Municipal Corporation.

Contract Period shall mean the Operation and Maintenance period for MRI Centre

Document /Request for Proposal / RFP / RFP Document mean this Request for Proposal document

which is in two parts- Part 1 Request for Proposal and Part 2- Draft Operations and Maintenance

Agreement.

Fee shall mean the amount charged to the patient for the services listed in Section 9& Schedule III:

Scope of Work

Financial Proposal shall mean the information submitted as per Section 17 of this Document.

Letter of Award (LoA) shall mean the letter issued by the Corporation to the successful bidder.

MRI Centre shall mean the location in YCM hospital where magnetic resonance imaging equipment is

installed for providing the MRI service

Operation and Maintenance shall mean the activity related to operating of the MRI machine. It includes

the activities taken up for providing the different services listed in Schedule III: Scope of Work and any

other service that can be provided through the MRI machine.

Patient shall mean a person whose medical need is associated with the service provided by the MRI

machine.

Project shall mean Operation and Maintenance of MRI Centre at YCM Hospital.

Responsiveness of the Bid/ Non-Responsive shall have a meaning as referred in Section 5.2.


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Successful Bidder / Operator shall mean the Bidder who inter alia meets the following requirements (a)

who meets the eligibility criteria specified in section 7 of the RFP and (b) whose financial quote is the

lowest.


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3 SNAPSHOT

This section provides a snapshot of the RFP Document to the Bidder. The Bidder is expected to read the

entire Document for details.

Name of the project Operation and maintenance of MRI centre at Y.C.M Hospital,

Pimpri

Contract period 10 (ten) years

Key dates

Pre-bid Meeting Date 12th Nov 2018 at MOH Office at 15.00 Hrs

Last date and time for

online bid submission

27 th Nov 2018 at 15.00 Hours

Last date and time for

hardcopy submission of

Cover-1

27thNov 2018 at 17.00 Hours

Eligible entities Company, Society, Trust, Partnership Firms, Proprietary Firms

(Consortium not allowed).

Evaluation Criteria

Financial

Annual Turnover The Operator shall have an Average Annual turnover of at least Rs.

7.5 crores (Rupees Seven crores and Fifty lakhs) in last three

financial years

Technical The Bidder should have operated and maintained a MRI

centre facility for at least 3 (three) consecutive years and performing minimum of 300 scans per month. The experience shall be preceding 31

stMarch 2018.

The team proposed for operating the MRI facility at YCM hospital on 24 hours basis should have minimum 1 (one) Radiologist

1, 6 (six) MRI technicians, 4 (four) nurses and 4

(four) ward boys. (Refer section 7.1 for qualification criteria)

Bidding criteria Lowest percentage rate quoted for MRI services as per the

estimate rate in Section 9 of the RFP

Bid security amount Rs 2,00,000/- (Rupees two lakhs only)

Performance Security Rs 10,00,000/- (Rupees Ten lakhs only)

Submission of Bid – Contents

Cover 1

1There should be a panel of 3 radiologists, so that the work of radiologists is distributed in shifts and at least 1

Radiologist is always available at MRI Centre.


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1 Payment of Rs. 5,000/- (Rs five thousand only) against purchase of RFP document through

e-tendering system.

2 Payment of Rs 2,00,000 (Rupees two lakhs only) as Bid Security through e-tendering

system.

3 Covering Letter as per Section 11

4 Description of the Bidding Company as per Section 12

5 Power of Attorney for the authorised representative as per Section 13

6 Undertaking as per Section 14

7 Information format for technical and financial capability as per Section 15 and Section 16

respectively.

8 Signed and sealed copy on each page of the Part 2 of the RFP i.e. the Draft Operation and

Maintenance Agreement. The RFP Document should be signed by the authorized

representative as designated under Section 13 with the seal of the Bidder’s company.

Financial Proposal – The financial quote shall be submitted through e-tendering system

only.

Corporation contact details

Address Medical Officer of Health,

2nd

Floor, PCMC Main Office, Ambedkar Chowk, Pune Mumbai

Highway, Pimpri, Pune – 411018

Telephone 020-67333333 (extn. 1308)

Fax 020 – 27425600

Email [email protected]

mailto:[email protected]


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4 PROJECT BACKGROUND

4.1 PROJECT BACKGROUND

Pimpri Chinchwad Municipal Corporation (PCMC) (hereinafter referred as “Corporation”), operates

eight hospitals, which includes one multi-specialty hospitals, seven maternity & general hospitals in

Pimpri Chinchwad area. Apart from that the Corporation also operates 21 dispensaries in the area.

In 2011, the Corporation had started the Magnetic Resonance Imaging (MRI) unit at YashwantraoChavan

Memorial (YCM) hospital. Corporation through this RFP intends to appoint an Operator for operation and

maintenance of the Old (0.3 Tesla Machine) MRI machine; purchase at its own cost, supply and install a

new 16 Channel – 3.0 Tesla MRI machine; and operate & maintain both machines for providing MRI

services for a period of 10 (ten) years for new 3 Tesla MRI machine and 5 (five) years of old 0.3 Tesla

MRI machines, the contract period may be extended by further 5 years, subject to satisfactory

performance, adherence to terms and conditions and mutual agreement of both parties.

All the cost of purchase, installation, operation and maintenance will be borne by the Operator during the

contract period.

4.2 THE SCOPE OF THE PROJECT

The Successful Bidder is expected to Operate and Maintain the old (0.3 Tesla) MRI machine2; and

purchase, supply, install and operate and maintain at its own cost a new 16 Channel – 3.0 Tesla MRI

machine at YCM hospital on 24 hours basis and all days of the calendar year. The Successful Bidder

shall provide the MRI services as listed in Schedule III: Scope of Work of the draft Operation and

Maintenance agreement.

The old 0.3 Tesla Machine shall have to be maintained for a period of 5 years.

The detail scope of work has been mentioned under the schedules of the Draft Operations and

Maintenance Agreement (Part 2).

The Successful Bidder shall enter into an Operation and Maintenance Agreement with the Corporation for

a period of 10 (ten) years. The Successful Bidder is expected to start Operations of the MRI facility with

3T machine within a period of 6 (Six) months from the date of issue of work order. The Successful Bidder

shall incur all cost, expenses and charges for operating and maintaining the MRI centre. The Successful

Bidder shall be allowed to charge Patients for the services provided at the MRI centre at the rate quoted

in the commercial proposal with applicable rate escalation.

All the reports of MRI scan to be submitted to patients within 24 hours of scan while in case of

emergency, report to be submitted in 1 hour.

4.3 THE AGREEMENT OF THE PROJECT

By submitting the proposal, the Bidder is deemed to have accepted all the terms and conditions of the

Agreement.

2Refer Annexure I, II and III for the specifications of existing MRI machine, the number of patients and the number of scans carried out


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The stamp duty of the Agreement for Operation and Maintenance of MRI Centre at YCM hospital as

described in this RFP Document shall be paid by the Successful Bidder at the time of signing of the

Agreement.

The Successful Bidder shall provide the performance security of Rs 10,00,000/- (Rupees Ten Lakhs

only), in the form of a FDR / bank guarantee (irrevocable) drawn towards “Commissioner, Pimpri

Chinchwad Municipal Corporation” within 30 (Thirty) days of acceptance of offer in the form of Letter of

Award (LoA) simultaneously before Signing of Agreement. The FDR / bank guarantee should be issued

by a nationalised or scheduled bank and should be payable at Pimpri. The Bank Guarantee is required to

be maintained with the Corporation as performance guarantee till completion of the period of Agreement

or termination of the Agreement.

This bank guarantee in the form of Performance Guarantee is towards the upkeep of the equipment/

facilities provided by Corporation as listed in Section 10 of this Agreement.

The Bid Security of the Successful Bidder (provided at the time of Bid submission) will be returned to the

bidder and will not form a part of performance security.

Corporation will provide the following facilities to the Successful Bidder –

Corporation will bear the cost of electricity, water charges3, property tax and rent for the space

provided for the MRI centre ( 0.3 T & 3 T MRI machine)

Corporation will provide free of charge the space for installation of 3.0 Tesla MRI machine in

addition to existing space for 0.3T MRI machine.

However UPS, if required, shall have to be procured by the bidder at his own cost4. It is also clarified that

the Successful Bidder shall arrange separately for anesthetist required for the MRI treatment and can

charge separately for such service after prior approval from Corporation. The Successful Bidder shall also

arrange for any other equipment’s required for providing services to patient other than those mentioned in

Section 10 and shall bear all cost of such equipment’s subject to prior approval from PCMC.

3Water connections, drainage, electrical wiring will be brought till the MRI unit however, necessary arrangements within unit

is the responsibility of the bidder

4The hospital has provision of generator and electricity backup, but UPS(if required by bidder) has to be procured by him at

his own cost


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5 DESCRIPTION OF THE SELECTION PROCESS

5.1 SELECTION PROCESS

The submission of Bids by interested parties in response to the RFP would be required to be

submitted through e-tendering system.

Cover 1: Technical and financial capability

Cover 2: Commercial Proposal

The Bids received would be subject to a prima-facie check for Responsiveness followed by a step-wise

evaluation procedure as described below.

5.2 STEP 1 RESPONSIVENESS OF BID

The Bids submitted by Bidders shall be initially scrutinized to establish “Responsiveness”. A Bid may be

deemed “Non-Responsive” if it does not satisfy any of the following conditions:

a. Payment of Rs. 5,000/- (Rupees five thousand only) against purchase of RFP document through

e-tendering system.

b. Payment of Rs. 2,00,000 (Rupees two lakhs only) as Bid Security through e-tendering system.

c. It is not received by the due time and date as specified;

d. It does not contain sufficient information for it to be evaluated and/or is not in the formats

specified

e. It is not signed/scan sign/digitally signed and /or sealed in the manner and to the extent indicated

in Section 6.3.1 of this RFP Document;

The Bid shall be considered to be substantially Responsive if it conforms to the preceding requirements

without material deviation or reservation. A material deviation or reservation is one which,

a. Affects in any substantial way, the scope, quality, or performance of the Project, or

b. Limits in any substantial way, inconsistent with the RFP Document, Corporation’s rights or the

Bidder's obligations under this Agreement, or

c. Unfairly affects the competitive position of other Bidders presenting substantially Responsive

bids.

d. The Bidder seeks deviations on the Operation and Maintenance Agreement. The Bid to be

submitted by the Bidders would have to be unconditional and unqualified and the Bidders would

be deemed to have accepted the terms and conditions of the RFP with all its contents including

the Draft Vendor Agreement.

A bid once declared as “Non-Responsive” and rejected, cannot be made Responsive by the Bidder

having corrected or withdrawn the non-conforming deviation or reservation.

The Bids of “Responsive” Bidders shall be evaluated in the following steps:

5.3 STEP 2 (COVER 1) EVALUATION OF TECHNICAL AND FINANCIAL CAPABILITY

In this stage the technical and financial capability of the Bidder in undertaking the Project would be

assessed. The Bidders would be evaluated on parameters as defined in Section 7 (Technical Capacity


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Evaluation) and the Bidders found to be technically qualified would be eligible for the next stage of the

selection process.

5.4 STEP 3 EVALUATION OF FINANCIAL PROPOSAL

Evaluation of the commercial proposals would be undertaken as detailed in Section 8. A ranked list

(in the ascending order of the price quoted viz, L1, L2…..Ln) of Bidders based on the results of the

evaluation would be prepared. The top three ranked Bidders shall be retained till the signing of the

Operation and Maintenance Agreement with the Successful Bidder.

Subsequent to this process, the Letter of Allotment (LoA) would be issued to the Successful Bidder by

Corporation. Within 7 (seven) days from the date of issue of the LoA, the Successful Bidder shall send an

acknowledgement agreeing to comply with the conditions set out therein and for the execution of the

Operation and Maintenance Agreement. Corporation will promptly notify other Bidders that their

Proposals have been unsuccessful and their Bid Security will be returned within 30 days without interest

on the signing of the Operation and Maintenance Agreement with the Successful Bidder. The Successful

Bidder shall have to enter into an Agreement within 30 (Thirty) days from date of issue of the LoA. The

Successful Bidder on the date of signing of the Agreement shall:

a. Furnish Performance Security of Rs. 10,000,00/- (Ten Lakhs only) by way of irrevocable Bank

Guarantee / FDR issued by a nationalised/ scheduled bank in favour of “The Commissioner,

Pimpri Chinchwad Municipal Corporation”, as required under the Agreement.

b. Shall pay the required Stamp Duty for the agreement.

Failure of the Successful Bidder to comply with the requirements mentioned in the above paragraph shall

constitute sufficient grounds for the annulment of the LoA, and forfeiture of the Bid Security. In such an

event, Corporation reserves the right to

a. either invite the next best Bidder for negotiations OR

b. call for fresh Bids OR

c. take any such measure as may be deemed fit in the sole discretion of Corporation, including

annulment of the bidding process.

5.5 GENERAL COMPLIANCE CRITERIA

1. The Bidder shall also submit with the proposal an undertaking in the requisite format specified in

Section 14 on an Indian non-judicial stamp paper of Rs. 100. This undertaking is an affirmation

from the Bidder with respect to the authenticity of information/ Documents furnished along with

the Proposal. Any deviation in material facts in respect to information/ Documents furnished by

the Bidder in this respect is noted at any point of time (i.e. at the time of submission or after

signing the Agreement) then the bid can be disqualified or will make the Successful Bidder liable

for breach of contract in case the discrepancy is noted after the signing of Operation and

Maintenance Agreement.

2. The Bidder shall submit a Power of Attorney as per the format enclosed in Section 13, authorizing

the signatory of the Proposals to commit the Bidder.


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5.6 TIME TABLE AND MILESTONES

Milestones Time and Dates

Pre-bid Meeting 12th Nov 2018 at Medical Heath Office at

15.00 hrs

Last date of receipt of Bid 27thNovember 2018, till 15:00 hours

Last date of receipt of Hardcopy submission

of Cover-1 (same as last date of receipt of

bid)

27thNovember 2018, till 17:00 hours

Time and date of opening of technical Bid 27thNovember 2018, till 16:00 hours

Time and date of opening of financial Bid After the evaluation of Technical Bid

In order to meet the above target dates, Bidders are expected to respond expeditiously to clarifications, if

any, requested during the evaluation process. Corporation shall adhere to the above schedule to the

extent possible. Corporation, however, reserves the right to modify the same and the intimation to this

effect shall be given to all the Bidders.


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6 PROCEDURES TO BE FOLLOWED

6.1 ENQUIRIES & CLARIFICATIONS

Enquiries, if any, can be addressed to:

To

Medical Officer of Health,

Central Medical Stores, YCM Hospital,

Pimpri. – 411 018, Maharashtra

It may kindly be noted that all the Clarifications should be faxed to 020 – 27425600 and the same may

kindly confirmed by making call to 020 67331308. Copy of the same may be emailed at

[email protected] or couriered to the above address.

Data to the extent available has been indicated in the RFP Document and the Bidders are suggested to

make their own investigations and collect additional data for preparation of the Proposal.

Corporation will endeavour to hold the pre-bid meeting as per the time schedule. Attendance of the

Bidders at the pre-bid meeting is not mandatory. However, subsequent to the meeting, Corporation may

not respond to queries from any Bidder.

All queries to be addressed at the pre-bid conference shall have to be submitted before the last date for

request of clarifications mentioned in Section 5.6.

Corporation shall aggregate all such clarifications, without specifying the source of clarifications, and shall

prepare a response, which shall be distributed to all parties who have procured the RFP Document. It

may be noted that queries in writing would be entertained only from those parties who have been

provided this RFP Document.

6.2 AMENDMENTS TO THE RFP

At any time prior to the last date for receipt of Bid as indicated in the RFP time schedule, Corporation

may, for any reason, whether at its own initiative or in response to clarifications requested by a Bidder,

amend the RFP by the issuance of addenda.

Any addendum thus issued would be in writing and sent to all the Bidders who have received and

acknowledged the RFP Document and shall be binding upon them. Bidders shall promptly acknowledge

receipt thereof to Corporation.

In order to afford Bidders reasonable time to take the addendum into account, or for any other reason,

Corporation may, at its discretion, change the last date for receipt of Bid.

6.3 SUBMISSION OF THE BID

6.3.1 Technical and financial capability

The Bidders shall also be required to make a hardcopy submission of Cover 1 (i.e. Technical and

Financial capability), on or before the last date of submission. However, the financial proposal shall be

submitted online only.



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PCMC (or its consultants and/or advisors) will check Bids determined to be substantially responsive for

any arithmetic errors. Wherever there is discrepancy between the amounts in figures and in words, the

amount in words will govern. In case of difference between online submission and hardcopy submission,

the information/data/Bid provided in online submission would be considered correct and binding. Any

such corrections made by PCMC shall be considered as binding upon the Bidder and will be duly

notified to the Bidder in writing. If the Bidder does not accept the corrections in Bid, PCMC may reject the

Proposal and forfeit the Bid Security.

The Bidder shall upload the following Documents for technical and financial capability evaluation through

e-tendering system:

Cover 1 - Technical and financial capability

Submitted by: _________________________ (name of Bidder)

This submission shall have the following Documents which shall form part of the section entitled as

“Technical Proposal”:

a. Covering Letter as per Section 11

b. Description of the Bidder as per Section 12

c. Power of Attorney for the authorised representative as per Section 13

d. Undertaking as per Section 14

e. Information format for technical and financial capability as per Section 15 and Section 16

respectively (also attach the supporting Documents as matter of proof)

f. Signed/scan sign/digitally signed and sealed copy on each page of the Part 2 of the RFP i.e. the

Draft Operation and Maintenance Agreement. The RFP Document should be signed/scan

signed/digitally signed by the authorised representative as designated under Section 13 with the

seal of the Bidder’s company.

g. Submission of Authorization letter by Original Equipment Manufacturer (OEM) for the 3.0T MRI

machine.

h. Submission of OEM certificate specifying the compliance to the specification for 3.0T MRI machine

as per SCHEDULE VII of the draft agreement. The certificate to also confirm the machine being

new and not a refurbished machine.

The size of each document should not be more than 1 MB. Any number of documents can be attached for

better assessment of the Bid with the online submission of the Bid.

If any of the Cover 1 Documents (scanned .PDF format) is not being accepted by the e-tendering system,

then the same can be submitted by placing it in a sealed outer envelope or a box, with the following

inscription:

To,

Medical Officer of Health,

Central Medical Stores, YCM Hospital,

Pimpri - 411 018, Maharashtra


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“Proposal for the Operation and Maintenance of MRI Centre at YCM Hospital”

“Submitted by: Name, Address and Contact Phone Number(s) of the Bidder”

The Bidder shall get verified all the documents submitted through e-tending system. For such verification,

the Bidder shall make available the originals of the documents submitted through the e-tending system at

the office of Medical Officer of Health, Central Medical Store, YCM Hospital during the evaluation of bids

if required.

If the envelope is not sealed and marked as instructed above, the Bid may be deemed to be Non-

Responsive and liable for rejection. Corporation assumes no responsibility for the misplacement or

premature opening of the Proposal submitted if the same is not in accordance with the prescribed format.

No document containing the financial proposal details shall be submitted with the “Technical Proposal”.

The Bidder should take due care to submit the Bid through e-tendering system before the due date and

time as communicated in the pre-bid meeting as stipulated in Section 5.6 of the RFP Document.

Corporation shall not be responsible for any delay in submission of the Bids. Any Bid received by

Corporation after the deadline for submission of the Bids stipulated in Section 5.6 shall not be opened.

It must be noted that the hardcopy submission (of Cover-1) shall also be accepted only by those bidders

who have made online submission.

6.3.2 Financial Proposal

The Bidder shall fill in the online format of Financial Proposal. The Financial Proposal in the online format

shall be as in Section 17. The financial proposal submission has to be online only to be considered for

evaluation.

6.3.3 Bidder registration & bid submission process

For participating in the tender, the Bidder shall register with the e-tendering system of Government of

Maharashtra (https://mahatenders.gov.in/nicgep/app). For any queries regrading registration and

submission of bids please contact Helpdesk Support through Phone No.: 0120-

4200462/4001002/4001005/6277787. International Bidders are requested to prefix 91 as country code.

The email id for helpdesk support is: [email protected] .

6.4 INITIALLING OF THE BIDS

Each page of the Bid should be initialed by the authorised representative (as defined in Section 6.5), of

the Bidder.

6.5 INSTRUCTIONS TO BIDDERS

All Bidders should note the following:

1. Bids that are incomplete in any respect or those that are not consistent with the requirements as

specified in this RFP or those that do not contain the covering Letter as per the specified formats

may be considered Non-Responsive and may be liable for rejection.



20

2. Strict adherence to formats, wherever specified, is required. Non-adherence to formats may be a

ground for declaring the Bid Non-Responsive.

3. Bidders may note that Corporation will not entertain any deviations to the RFP at the time of

submission of the Bid or thereafter. The Bid to be submitted by the Bidders would have to be

unconditional and unqualified and the Bidders would be deemed to have accepted the terms

and conditions of the RFP with all its contents including the draft Operation and Maintenance

Agreement. Any conditional Bid shall be regarded as Non-Responsive and would be liable for

rejection.

4. The Bid and all related correspondence and Documents shall be written in the English language

only. Supporting Documents and printed literature furnished by the Bidder along with the Bid may

be in any other language, provided that they are accompanied by an appropriate translation into

English. Supporting materials that are not translated into English will not be considered. For the

purpose of interpretation and evaluation of the Proposal, the English language translation shall

prevail. All communication and information provided should be legible, and wherever the

information is given in figures, the same should also be mentioned in words.

5. No change in, or supplementary information to a Bid shall be accepted once submitted. However,

Corporation reserves the right to seek additional information from the Bidders if found necessary,

during the course of evaluation of the Bid. Non-submission, incomplete submission or delayed

submission of such additional information or clarifications sought by Corporation, may be a ground

for rejecting the Bid.

6. The currency for the purpose of the Bid shall be the Indian Rupee (INR).

7. The Bids shall be evaluated as per the criteria specified in this RFP Document. However, within the

broad framework of the evaluation parameters as stated in the Request for Proposal, Corporation

reserves the right to make modifications to the stated evaluation criteria, which would be uniformly

applied to all the Bidders.

8. No Bidder can propose to be a member of more than one Bidder for submission of the Bid for the

Project. A single entity cannot propose to be member of more than one Bidder.

9. The Bidder should designate one person (Authorised Representative) authorised to represent the

Bidder in its dealings with Corporation. This designated person should hold the Power of Attorney

and be authorised to perform all tasks including but not limited to providing information, responding

to enquiries, entering into contractual commitments on behalf of the Bidder etc. The covering letter

submitted by the Bidder shall be signed by the authorised Signatory and shall bear the stamp of the

entity thereof.

10. Corporation reserves the right to reject any or all of the Bids without assigning any reason

whatsoever.

11. Corporation reserves the right to invite revised Proposals from Bidders with or without amendment

of the RFP at any stage, without liability or any obligation for such invitation and without assigning

any reason.

12. Mere submission of information does not entitle the Bidder to meet an eligibility criterion.

Corporation reserves the right to vet and verify any or all information submitted by the Bidder. If any


21

claim made or information provided by the Bidder in the Bid or any information provided by the

Bidder in response to any subsequent query by Corporation, is found to be incorrect or is a material

misrepresentation of facts, then the Bid will be liable for rejection. Mere clerical errors or bonafide

mistakes may be treated as an exception at the sole discretion of Corporation and if

Corporation is adequately satisfied.

13. The Bidder shall be responsible for all the costs associated with the preparation of the Bid.

Corporation shall not be responsible in any way for such costs, regardless of the conduct or

outcome of this process.

14. The Bidder would be granted permission by Corporation for visit of the Project Site on receipt of a

formal written request, reasonably in advance of the proposed date of visit. Such request shall be

addressed to “Medical Officer of Health, Central Medical Stores, YCM Hospital, Pimpri – 18”

15. The Bidder shall have to submit as a part of the RFP submission, a signed copy of the draft

Operation and Maintenance Agreement as a full acceptance of the Agreement. Thus, the

Successful Bidder will not have any scope for negotiations on the terms and conditions of the

Operation and Maintenance Agreement at the time of signing the Agreement.

6.6 BIDDER’S RESPONSIBILITY

The Bidder is expected to examine carefully the contents of all the Documents provided. Failure to

comply with the requirements of RFP shall be at the Bidder's own risk. It shall be deemed that prior to the

submission of Proposals, the Bidder has:

1. Made a complete and careful examination of terms & conditions/ requirements, and other

information set forth in this RFP Document

2. Received all such relevant information as it has requested from Corporation; and

3. Made a complete and careful examination of the various aspects of the Project including but not

limited to:

a. Bidders own validation of the project Site, location and other existing facilities and

infrastructure

b. Any clearances obtained by Corporation for the Project; and

c. All other matters that might affect the Bidder’s performance under the terms of this RFP

Document.

4. Corporation shall not be liable for any mistake or error or neglect by the Bidder in respect of the

above.

6.7 VALIDITY OF TERMS OF THE BID

Each Bid shall indicate that it is a firm and irrevocable offer, and shall remain valid and open for a period

of not less than 180 days from the last date for submission of the Bid. Non-adherence to this requirement

will be a ground for declaring the Bid as Non-Responsive. However, Corporation may solicit the Bidder’s

consent for extension of the period of validity. Such request for extension shall be made by Corporation in

writing. The Bidder agrees to reasonably consider such a request and shall send its response in writing. A


22

Bidder accepting Corporation request for extension of validity shall not be permitted to modify his Bid in

any other respect.

6.8 FEES AND DEPOSITS TO BE PAID BY THE BIDDERS

6.8.1 Bid Security

Bidders are required to submit a Bid Security for an amount equal to Rs. 2,00,000/- (Rupees two lakhs

only). The Bid Security shall be paid through e-tendering system.

Bids of Bidder(s), who fail to furnish the above Bid Security, shall be liable for rejection by Corporation as

Non-Responsive.

Subject to the other clauses of this Section 6.8.1, Corporation shall reserve the right to forfeit the Bid

Security under the following circumstances:

a. If the Bidder withdraws his Bid at any time during the stipulated period of Bid validity as per

Section 6.7 (or as may be extended).

b. If the Bidder, for the period of Bid validity:

i. In Corporation’s opinion, commits a material breach of any of the terms and / or

conditions contained in the RFP Document and / or subsequent communication

from Corporation in this regard.

ii. Refuses to accept the Letter of Allotment.

In the event that any Bidder is not found to be technically qualified, then the Bid Security in such cases,

shall be returned to the respective Bidder within 30 (thirty) days from such cessation without interest.

The Bid Security of the unsuccessful Bidders (after opening the Financial Proposal) will be returned after

30 (thirty) days without any interest, following the signing of the Agreement by the Successful Bidder.

The Bid Security of the Successful Bidder shall be required to be maintained till the signing of the

Agreement.

6.9 NON ASSOCIATION WITH PROJECT ADVISORS

Corporation has retained project advisors for assistance in the selection process. The Bidders are

required not to have any association with the members, or attempt to exercise undue influence on the

members, of the project advisory team or to influence from the date of receipt of this Document till the

completion of the selection process. Non-conformance with this requirement is a sufficient condition for

the disqualification of any Bidder from the selection process.

6.10 CONSEQUENCES OF NOT ADHERING TO THE PROCESS

The consequences of not adhering to the specific procedures laid herein above will lead to rejection of the

Proposal.

6.11 RIGHT TO REJECT THE PROPOSAL

Corporation is not bound to accept any of the Proposals submitted. Corporation reserves the right to

reject any or all of the Bids submitted in response to this Request for Proposal at any stage without


23

assigning any reasons whatsoever. Any Bidder shall have no cause of action or claim against Corporation

or its officers, employees, successors or assignees for rejection of their Bid.


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7 TECHNICAL CAPABILITY EVALUATION

Qualification will be based on the assessment of the technical and financial capability of the Bidders in

operating and maintaining the Project facilities. The Bidders would be evaluated on eligibility criteria

as defined in Section 7.1. &7.2. The Bidders found to be technically and financially capable (i.e. fulfil

both the technical and financial eligibility criteria) would be eligible for the next stage of the Selection

Process.

7.1 MINIMUM ELIGIBILITY CRITERIA: TECHNICAL CAPABILITY

The Bidder shall satisfy the following criteria to qualify for the Project5.

1) The Bidder should have operated and maintained an MRI centre for at least 3 (Three)

consecutive years and performing at least cumulative 300 scans per month in the last 3 years.

The experience demonstrated should be preceding 31stMarch 2018.

2) Authorisation letter from Original Equipment Manufacturer (OEM) for providing 10 years

comprehensive maintenance for 3.0T MRI machine supplied by the Bidder. Also stating that the

MRI machine complies with the application and hardware requirement specified in SCHEDULE

VII of the draft Operation & Maintenance Agreement.

3) The team proposed for operating the MRI facility at YCM hospital on 24 hours basis should have

minimum 1 (one) Radiologist, 6 (six) MRI technicians, 4 (four) nurses and 4 (four) ward boys. The

bidder should demonstrate in its technical capacity document, the availability of a panel of

3 radiologists, so that the work of radiologists is distributed in shifts and at least 1

Radiologist is always available at MRI Centre.Tele-radiologist shall also be permitted however

if the service quality is affected or if there is any complaint reported by the patients regarding lack

of availability of services, this will attract penalty and repeated complaints may also result in

termination of contract. For evaluation purpose, only the team proposed for operating the MRI

facility shall be evaluated as per the qualification criteria of staff described below:

I. Eligibility criteria for Radiologist (One): The radiologist should hold MD degree in Radiology or

Diploma in Medical Radiology (DMRD) with minimum 5 years of experience in radiology field

II. Eligibility criteria for MRI technician (Six): The technician should hold a Degree/ Diploma as

MRI technician from an institute recognised by Paramedical Board in India or recognised

university and should have an experience as a MRI technician for minimum 1 (one) years.

III. Eligibility criteria for Nurse (Four): The Nurse should hold an ANM/GNM Diploma or Bachelor

of Science Degree in Nursing from an institute recognised by Indian Nursing Council or any

recognised Nursing Council in India or abroad and should have an experience as a Nurse for

minimum 1 (one) year.

IV. Eligibility for Ward Boy (Four): The ward boy should be 10th pass with minimum 1 (one) year of

experience of working in a hospital or medical facility.

The Bidder should furnish evidence of education qualification and experience to support its claim as per

Section 15. Proposed personnel can be replaced by better or equivalent candidates. However, the CVs of

the deployed personnel (in case of replacements) have to be submitted to PCMC, before signing of the

5No Consortium shall be allowed


25

agreement. Also, at the time of signing agreement, the proposed staff should be on regular payroll

of the successful bidder.

7.2 MINIMUM ELIGIBILITY CRITERIA: FINANCIAL CAPABILITY

The Bidder shall satisfy both the following criteria to qualify for the Project.

1. The Operator shall have an average annual turnover of at least Rs. 7.5 crores (Rupees

Seven crores and Fifty lakhs) or more in the last three financial years.

The Bidders should provide information regarding the above based on audited annual accounts for the

respective financial years. The financial year would be the same as the one normally followed by the

Bidder for its annual financial statement.

The Bidder should furnish the details to support its claim as per Section 16.

7.3 EVALUATION PROCESS

A Bidder qualifying on all of the technical capability criteria and financial capability criteria would be

considered technically and financially capable. Only those Bidders who are found to be technical

financially capable would be considered for further evaluation.

7.4 TECHNICAL AND FINANCIAL CAPABILITY INFORMATION FORMATS

The information format for submission of the technical capability information is detailed in Section 15 and

Section 16 respectively. The Bidder is required to submit completion certificates/ agreements/ work orders

along with any other supporting documents as proof for the technical eligibility criteria. The

abovementioned documents must be provided for the entity eligible to be evaluated under the technical

capability.

The Bid must be accompanied by the audited annual financial statements of the entity to be evaluated for

financial capability for the last three financial years. In case, the annual accounts for the latest financial

year are not audited and therefore the Bidder could not make it available, the Bidder shall give an

undertaking to that effect and the statutory auditor shall certify the same. In such a case, the Bidder may

provide the audited annual accounts (with schedules) for the previous financial year. In any case, the

audited annual financial statements for three years preceding the latest financial year would have to be

provided, failing which the Proposal will be rejected as non-responsive.


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8 FINANCIAL PROPOSAL EVALUATION

The Financial Proposal evaluation seeks to select the entity offering the best commercial terms.

8.1 FINANCIAL PROPOSAL PARAMETERS

The bidding parameter shall be the percentage quote given by the Bidder to fulfil the scope highlighted in

Section 4.2 and detailed out in the draft Operations and Maintenance Agreement. No deviation in scope

of work shall be considered. The bidder shall operate and manage both 3T and 0.3T MRI machines as

per the period specified in the Scope of Work. The Financial Proposal of the Bidder will be evaluated as

per the percentage quote submitted through the e-tendering system for the MRI service listed in Section

9.

The Bidder in the Financial Proposal shall quote the percentage rate for MRI per scan service considering

the estimate rates mentioned under Section 9. This percentage rate shall be limited up to two decimal

points for evaluation.

It is to be noted by the Bidder that the percentage rate in the Financial Proposal shall not be conditional

and any alteration will not be considered at the signing of Agreement and the quote shall be inclusive of

all taxes and duties but excluding Goods & Service Tax (GST).

The percentage rate quoted by the Bidder will be considered for determining the Fee across all the MRI

services mentioned under Schedule III: scope of Work of the Draft Operation & Maintenance Agreement.

The Corporation shall provide a 2 (two) percent annual escalation in the Fee for all MRI Services listed in

Schedule II: Scope of Work in draft operation and maintenance agreement. The escalation shall be

applicable from the second year (after 12 months from the date of issue of work order) of the Contract

Period. The annual escalation in Fee shall be calculated by applying the escalation rate increase on the

Fee prevalent in the previous year of the Contract Period.

8.2 EVALUATION OF FINANCIAL PROPOSAL

The Financial Proposals would be ranked in the ascending order of the lowest percentage in the

Commercial proposal viz, L1, L2…..Ln; with the Bidder quoting the lowest quote ranked first, the Bidder

quoting the second lowest quote shall be ranked as second and so on. The percentage rate of

commercial proposal shall be valid till two decimal points. The bidder whose percentage rate of

commercial proposal is lowest will be declared as Successful Bidder.

Bidders are requested to note that the Financial Proposal should not have any conditionality attached or

deviations from the draft Operation and Maintenance Agreement (part 2 of RFP). Bids with conditions

attached may be treated as Non-Responsive and liable for rejection at the discretion of Corporation.

In the event that two or more Bidders quote the same percentage rate in the Financial Proposal, the

Corporation may invite fresh Financial Proposals from such Bidders only. This process shall be repeated

for three times if similar situation arises. However, even after taking such repeated steps the situation

remains unchanged then the bid selection would be settled through drawing of lots among the tied

bidders.


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8.3 FINANCIAL PROPOSAL: INFORMATION FORMAT

The information requirements and guidelines for submission of the Financial Proposal are detailed in

Section 17. PCMC shall not be held responsible for any errors or mistakes arising out of the bidding.


28

9 SCHEDULE OF RATES FOR MRI SERVICES

Sr. No. MRI Service Estimate Rate (Rs.)

1 MRI Scan (3 Tesla) without Contrast 3950

2 MRI Scan (3 Tesla) with Contrast 5000

3 MRI Scan (0.3 Tesla) without Contrast 3000

4 MRI Scan (0.3 Tesla) with Contrast 3900


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10 LIST OF MRI CENTRE EQUIPMENTS

Currently, the MRI centre set-up at YCM Hospital has the following equipment’s.

1. Gantry

2. MRI Unit (0.3 Tesla machine HITACHI ERIS 2.0)

3. Operator Console

4. Laser camera

5. Receivers coils (6 nos.)

6. UPS & batteries

7. Air conditioner (2 nos.)

8. Electrical connections

Refer Annexure-I for the detailed specification of existing MRI machine at YashwantraoChavan Memorial

Hospital. Also refer Annexure-II and Annexure-III for other details regarding the number of patients

handled and number of scans carried out.


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11 FORMAT OF THE COVERING LETTER

(The covering letter is to be submitted along with the Cover 1 of the Bid on the Company’s letterhead)

Date:

Place:

To

The Commissioner,

Pimpri Chinchwad Municipal Corporation,

Pimpri Chinchwad Municipal Corporation Main Building,

Pimpri – 411 018

Maharashtra

Dear Sir,

Sub: “Purchase and Installation of 3.0T MRI machine and Operate and Maintain the new & the

existing 0.3T MRI machine at the MRI Centre in Y.C.M Hospital”

Please find enclosed our Proposal in respect, Purchase and Installation of 3.0T MRI machine and

Operate and Maintain the new & the existing 0.3T MRI machine at the MRI Centre in Y.C.M Hospital

in response to the Request for Proposal (“RFP”) Document issued by the Corporation dated ----, 2018.

We hereby confirm the following:

1. The Proposalis being submitted by(name of the Bidding Company) who is the Bidding Company,in

accordance with the conditions stipulated in the RFP.

2. We have examined in detail and have understood the terms and conditions stipulated in the RFP

Document issued by Corporation and in any subsequent communication sent by Corporation. We

agree and undertake to abide by all these terms and conditions. Our Proposalis consistent with all

the requirements of submission as stated in the RFP or in any of the subsequent communications

from Corporation.

3. The information submitted in our Proposalis complete, is strictly as per the requirements as

stipulated in the RFP, and is correct to the best of our knowledge and understanding. We would be

solely responsible for any errors or omissions in our Proposal.

4. We confirm that our Financial Proposal does not contain any conditions.

5. The Bidding Company satisfies the legal requirements and meets all the eligibility criteria laid down

in the RFP.

6. A Power of Attorney from the Bidding Company authorising the undersigned as the Authorised


31

Representative who is authorised to perform all tasks including, but not limited to providing

information, responding to enquiries, entering into contractual commitments on behalf of the Bidder,

etc., in respect of the Project is included as a part of the Proposal.

7. We confirm that our Bid is valid for a period of 180 days from the last date of submission of the

Bid.

For and on behalf of :

Signature :

(Authorised Representative and Signatory)

Name of the Person :

Designation :

Enclosures: Power of Attorney


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12 DESCRIPTION OF THE BIDDER

Details of Bidder:

Name of the Bidding Company / Partnership

Firm/ Proprietary Firm

Address of the Registered/ Head Office

Contact Number:

Certificate of Incorporation / Commencement

Certificate (if any)

Submission of copy of the Certificate of Incorporation

/ Commencement Certificate (if any)


33

13 FORMAT OF POWER OF ATTORNEY FOR AUTHORISED REPRESENTATIVE

(On the Stamp Paper of min. Rs. 100 as per the Stamp paper Act prevailing in the State of Maharashtra)

Power of Attorney

Know all men by these presents, We…………………….(name and address of the registered office) do

hereby constitute, appoint and authorise Mr / Ms………………………………(name and residential

address) who is presently employed with us and holding the position of ………………………. as our

attorney, to do in our name and on our behalf, all such acts, deeds and things necessary in connection

with or incidental to our proposal for the project of ‘Purchase and installation of 3.0T MRI machine

and Operation & Maintain the new & the existing 0.3T MRI machine at the MRI Centre in Y.C.M

Hospital, including signing and submission of all Documents and providing information / responses to

Pimpri Chinchwad Municipal Corporation ("PCMC"), representing us in all matters before PCMC, and

generally dealing with PCMC in all matters in connection with our Proposal for the said Project.

We hereby agree to ratify all acts, deeds and things lawfully done by our said attorney pursuant to this

Power of Attorney and that all acts, deeds and things done by our aforesaid attorney shall and shall

always be deemed to have been done by us.

For ___________________________ (Signature)

(Name, Title and Address)

Accepted

………….. (Signature)

(Name, Title and Address of the Attorney)

Note:


34

In case of Bidders who are not resident in India, the Power of Attorney may be submitted on plain paper attested

by any authorised officer of the Embassy of India and duly stamped by the Registration Department of the

Government of Maharashtra.

The mode of execution of the Power of Attorney should be in accordance with the procedure, if any, laid

down by the applicable law and the charter Documents of the executant (s) and when it is so required the

same should be under common seal affixed in accordance with the required procedure.

Also, wherever required, the Bidder should submit for verification the extract of the charter Documents and

Documents such as a resolution/ power of attorney in favour of the Person executing this Power of Attorney for

the delegation of power hereunder on behalf of the Bidder.

In case an authorised Director of the Bidder signs the Proposal, a certified copy of the appropriate resolution

conveying such authority may be enclosed in lieu of the Power of Attorney.


35

14 FORMAT FOR UNDERTAKING

(To be executed on a Non-judicial Rs. 100 Stamp Paper as per the Stamp paper Act prevailing in the State of Maharashtra)

The information/ Documents submitted by us are true to our knowledge and if the information/

Documents so furnished shall be found to be untrue or false, the Bid shall be liable to be disqualified and

our Bid security accompanying the Bid will be forfeited.

Also we are aware that if the information/ Document furnished is found to be untrue or false during the

currency of contract, then our contract is liable to be terminated.

We hereby declare that we have made ourselves thoroughly conversant with the specifications,

conditions laid by Pimpri Chinchwad Municipal Corporation (“PCMC”) for this Bid and we have understood

the same before submitting this Bid.

We hereby certify and confirm that in the preparation and submission of our Bid for the proposals listed

below, we have not acted in concert or in collusion with any other Bidder or other person(s) and also not

done any act, deed or thing which is or could be regarded as anti-competitive.

We also confirm that the 3T MRI machine provided by us will be new and shall not be a refurbished MRI

machine.

We further confirm that we have not offered nor will offer any illegal gratification in cash or in kind to any

person or agency in connection with the instant proposals.

We agree that the amount of Bid Security shall be liable to be forfeited by PCMC, should we fail to abide

by the stipulation to keep the offer open for a period of not less than 180 days from the date fixed for

opening the same and thereafter until it is withdrawn by us by the notice in writing duly addressed to the

authority opening the Bid.

Bidder _______________________

Address ________________________

________________________

Dated the ________ day of ______________ 2018 Signature of Bidder

Witness

Address ________________________

________________________

Dated ______ day of ________ 2018 Signature of Witness


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15 INFORMATION FORMAT FOR TECHNICAL CAPABILITY

Experience of the Bidder and Supporting Documents

Qualification Criteria Bidders Experience Supporting Documents

The Bidder should have operated

and maintained an MRI centre for

at least 3 (Three) consecutive

years and performing at least

cumulative 300 scans per month

in the last 3 years. The

experience demonstrated should

be preceding 31stMarch 2018

Operated and maintained

______ (name of facility)

_______ (name of the

client) from ____ (date) to

____ (date) by ______

(name of the operator) and

performing ____ scans per

month.

Certificate from client/

appropriate statutory authority

clearly setting the type of facility

(MRI centre) operated and

maintained and number of years

of operation of the facility.

Along with the proof of certificate

of scans per month.

Qualification Criteria Supporting

Documents

The team proposed for operating the MRI facility at YCM hospital on 24

hours basis should have minimum one Radiologist6, 6 MRI technician, 4

nurses and 4 ward boys. The qualification criteria is as described below:

I. Eligibility Criteria for Radiologist (one): MD/DNB degree in

Radiology or Diploma in Medical Radiology with minimum

05 years of experience in radiology field

II. Eligibility Criteria for MRI technician (six): The technician

should hold a Degree/Diploma as MRI technician from

institute recognized by Paramedical Board in India or

recognised university. Experience as MRI technician for

minimum 1 year is required.

III. Eligibility Criteria for Nurse (four): The Nurse should hold

an ANM/GNM Diploma or Bachelor of Science Degree in

Nursing from an institute recognised by Indian Nursing

Council or any recognised Nursing Council in India or

abroad and should have an experience as a Nurse for

minimum 1 (one) year.

IV. Eligibility for Ward Boy (four): The ward boy should be 10th

pass with minimum 1 year of experience of working in a

hospital or medical facility.

Relevant certified copies

of education and work

experience

Also mention name,

designation, address and

telephone number of the

contact officer from whom

the details can be verified

Supporting Documents

6There should be a panel of 3 radiologists, so that the work of radiologists is distributed in shifts and at least 1 Radiologist is

always available at MRI Centre.


37

The Bidder should provide details of only those projects undertaken by it under its own name. Project

experience of the Bidder’s parent company or its subsidiary or any associate company will not be considered

for computation of the experience. The independent auditor issuing the certificate should clearly indicate his /

her membership assigned by the Institute of Chartered Accountants of India (ICAI) or equivalent

organisation abroad.


38

16 INFORMATION FORMAT FOR FINANCIAL CAPABILITY

S. No. Financial Year Annual Turnover

(Rs.in crores)

1. 2017-18

2. 2016-17

3. 2015-16

Certificate from the Statutory Auditor

This is to certify that …………………………… (Name of the Applicant) has received the

payments shownabove against the respective years on account of professional fees.

Name of the audit firm:

Seal of the audit firm

Date:

(Signature, name and designation of the authorised signatory)

These above figures have to be certified by the Statutory Auditor. The independent auditor

issuing the certificate should clearly indicate his/her membership number assigned by the

Institute of Chartered Accountants of India (ICAI) or equivalent organisation abroad.

Along with the format the Bidder needs to submit audited annual financial statements for the last

three years ending on 31st March’2018.


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17 FINANCIAL PROPOSAL FORMAT

(Shall be filled only through e-tendering system)

Date:

Place:

To

The Commissioner,

Pimpri Chinchwad Municipal Corporation,

Pimpri Chinchwad Municipal Corporation Main Building,

Pimpri – 411 018

Maharashtra

Dear Sir,

Sub: “Purchase and Installation of 3.0T MRI machine and Operate and Maintain the new & existing

0.3T MRI machine at the MRI Centre in Y.C.M Hospital”

Please find enclosed our Financial Proposal in respect of the project of Purchase and Installation of

3.0T MRI machine and Operate and maintain the new & the existing 0.3T MRI machine at the MRI

Centre in Y.C.M Hospital in response to the Request for Proposal (“RFP”) Document issued by the

Corporation dated ____________ 2018.

Sr.

No.

Item Estimate

Rate (Rs.)

Bidders quote in percentage (%) above or

below the estimate value provided

1 Our quote for providing MRI services

in terms of amount per scan, as per

the terms and conditions of the

agreement for 3 T MRI machine

(Without Contrast).

3950 If the Bidders want to quote 10% above the

estimate, then in the etendering system the

bidder has to type 10.

If the Bidder wants to quote 10% below the

estimate, then in the etendering system the

bidder has to type -10.

The above examples are for representative

purpose.




agreement for 3 T MRI machine (With

Contrast).

5000




agreement for 0.3 T MRI machine

(Without Contrast).

3000




agreement for 0.3 T MRI machine

3900


40

(With Contrast).

The quote shall be inclusive of all the prevailing taxes but excluding Goods & Service Tax (GST) at

the given point of time.

Thanking you,

Yours sincerely,

For and on behalf of : (here enter the name of the Bidder and the Company Seal)

Signature : (Authorised Representative and Signatory)

Name of the Person :

Designation :

Note:

1. The above quote is to be submitted only through the online e-Tendering system.

2. The above quote is for 12 months inclusive of all applicable taxes and duties but excluding

Goods & Service tax at the time of bid submission. Any change in the GST or change in

structure of taxes at a later stage or incorporation of any new tax or duty at a later stage will be

reimbursed to the contractor at actual as applicable. However, the rate quoted in the

Commercial Proposal will be applicable for entire 10 years of the contract with the applicable

escalation in rate.

3. All other expenditure required to undertake the Project shall be borne by the Operator.

4. The financial evaluation shall be based only on the lowest percentage quote in the Commercial

Proposal for undertaking the MRI service. Under no circumstances the individual components of the

financial quote be awarded to two different Operator. The Bidder quoting the lowest percentage rate

upto two decimal places shall be declared as Successful Bidder.


41

18 ANNEXURE-I (THE SPECIFICATIONS OF EXISTING 0.3 TESLA MACHINE)

7

7The cost of Annual Maintenance contract for existing machine is Rs.6 lakhs per annum


42


43


44


45


46


47

19 ANNEXURE-II (NUMBER OF MRI SCANS)

a) Summary of MRI Scan for the period 2014-15 to 2016-17

Months Total

Patients

Total

scan Months

Total

Patients

Total

scan Months

Total

Patients

Total

scan

Apr-14 351 482

Apr-15 486 732

Apr-16 424 619

May-14 375 514

May-15 488 739

May-16 481 667

Jun-14 377 521

Jun-15 543 826

Jun-16 541 792

Jul-14 398 601

Jul-15 583 892

Jul-16 526 753

Aug-14 349 485

Aug-15 545 794

Aug-16 552 797

Sep-14 350 462

Sep-15 536 781

Sep-16 542 784

Oct-14 303 405

Oct-15 534 742

Oct-16 552 788

Nov-14 343 440

Nov-15 441 638

Nov-16 507 756

Dec-14 370 468

Dec-15 505 717

Dec-16 545 800

Jan-15 318 404

Jan-16 486 680

Jan-17 506 789

Feb-15 389 510

Feb-16 481 739

Feb-17 429 654

Mar-15 526 792

Mar-16 527 779

Mar-17 560 834

TOTAL 4449 6084

TOTAL 6155 9059

TOTAL 6165 9033

b) Summary of MRI Scan for the period 2014-15 to 2016-17

For 2014-2015 Daily Average 12.40 (Pt.s) 16.9 (Scans)

Monthly Average 370.8 (Pt.s) 507 (Scans)


Monthly Average 512.9 (Pt.s) 754.9 (Scans)


Monthly Average 513.8 (Pt.s) 752.8 (Scans)

Annual Average for 3 years (2014-2017)

Pt.s= 5589

Scans=8058


48

20 ANNEXURE-III (PCMC MRI SCAN RATE CHARGES)

a) Schedule of PCMC MRI rates

Sr.No Description of Service

Charges without Contrast dye

Charges with Contrast dye

Previous charge (30-04-16)

Revised Charges (2% Increase)

Previous charge (30-04-16)

Revised Charges (2% Increase)

1 MRI Head 2000 2040 4030 4110

2 MRI Orbits 2000 2040 4030 4110

3 MRI Nasopharynx and Pns.

2000 2040 4030 4110

4 MRI neck 2000 2040 4030 4110

5 MRI Shoulder- single joint

2000 2040 4030 4110

6 MRI Shoulder-both joints 2900 2960 5800 5920

7 MRI wrist- single joint 2000 2040 4030 4110

8 MRI wrist-both joints 2900 2960 5800 5920

9 MRI knee- single joint 2000 2040 4030 4110

10 MRI knee-both joints 2900 2960 5800 5920

11 MRI ankle- single joint 2000 2040 4030 4110

12 MRI ankle-both joints 2900 2960 5800 5920

13 MRI hip 2000 2040 4030 4110

14 MRI pelvis 2000 2040 4030 4110

15 MRI extremities (arm/ forearm/ thigh/ leg)

2000 2040 4030 4110

16 MRI Temporomandibular- single joint

2000 2040 4030 4110

17 MRI Temporomandibular- both joints

2900 2960 5800 5920

18 MRI abdomen 2000 2040 4030 4110

19 MRI angiography (one part)

2000 2040 4030 4110

20 MRI spine screening (Cervical / Thoracic/ Lumbosacral)

660 670 -- --

21 MRI chest 2000 2040 4030 4110

22 MRI cervical spine 2000 2040 4030 4110

23 MRI Lumbar spine 2000 2040 4030 4110

24 MRI Thorax 2000 2040 4030 4110

25 MRI screening (one part) 1200 1220 1200 1220

26 MRI venography 2000 2040 4030 4110


49

21 FORMAT FOR SEEKING CLARIFICATIONS

Clause number in the

RFP document

Page number in the

RFP document

Clarification/Change

needed on the

Clause

Reason/Remarks


50

PART 2 – DRAFT OPERATION AND MAINTENANCE

AGREEMENT


51

TABLE OF CONTENTS

1 DEFINITIONS AND INTERPRETATIONS .................................................................................................... 55

1.1 DEFINITIONS ................................................................................................................................................ 55 1.2 INTERPRETATION ......................................................................................................................................... 58

2 FACILITY MANAGEMENT RIGHTS ............................................................................................................. 60

2.1 GRANT OF FACILITY MANAGEMENT RIGHTS ............................................................................................... 60 2.2 PERIOD OF RIGHTS ...................................................................................................................................... 60 2.3 ACCEPTANCE OF RIGHTS ............................................................................................................................ 60

3 PROJECT SITE ................................................................................................................................................ 60

3.1 RIGHT TO ENTER PROJECT SITE ................................................................................................................. 60 3.2 RIGHTS AND USE OF THE PROJECT SITE ................................................................................................... 60 3.3 APPLICABLE PERMITS ................................................................................................................................. 61 3.4 EXCLUSIVITY OF THE CONTRACT ................................................................................................................ 61

4 CONDITIONS PRECEDENT........................................................................................................................... 61

4.1 RESPONSIBILITIES OF THE OPERATOR ....................................................................................................... 61 4.2 RESPONSIBILITIES OF PIMPRI CHINCHWAD MUNICIPAL CORPORATION .................................................... 62 4.3 COST OF SATISFYING THE CONDITIONS PRECEDENT ................................................................................. 62 4.4 NON- FULFILMENT OF THE CONDITIONS PRECEDENT ................................................................................ 62

5 SUPERINTENDENT YCM ............................................................................................................................... 62

5.1 SUPERINTENDENT YCM .............................................................................................................................. 62 5.2 SCOPE OF WORK OF THE SUPERINTENDENT YCM .................................................................................... 63

6 OPERATOR’S OBLIGATIONS ...................................................................................................................... 64

6.1 FINANCIAL OBLIGATIONS ............................................................................................................................ 64 6.1.1 Performance Security ....................................................................................................................... 64 6.1.2 Outstanding municipal dues ............................................................................................................ 64

6.2 OPERATIONAL OBLIGATIONS ...................................................................................................................... 64 6.2.1 Project Implementation – O & M of MRI Centre ........................................................................... 64 6.2.2 Maintenance Contract ...................................................................................................................... 66 6.2.3 Insurance ............................................................................................................................................ 67 6.2.4 Application of Insurance Proceeds ................................................................................................. 67 6.2.5 Un-insurable Risks ............................................................................................................................ 67 6.2.6 Applicable Permits ............................................................................................................................ 67

6.3 GENERAL OBLIGATIONS ............................................................................................................................. 67 6.4 NO BREACH OF OBLIGATIONS .................................................................................................................... 69

7 CORPORATION’S OBLIGATIONS ............................................................................................................... 69

8 CONSIDERATION AND FEE REVISION ..................................................................................................... 70

8.1 PAYMENT MECHANISM ................................................................................................................................ 70 8.2 FEE REVISION MECHANISM ......................................................................................................................... 70

9 PROPREITORY RIGHTS ................................................................................................................................ 70

10 CONFIDENTIALITY ..................................................................................................................................... 71

11 INDEMNITY ................................................................................................................................................... 72

12 FORCE MAJEURE ....................................................................................................................................... 72

12.1 FORCE MAJEURE EVENT ........................................................................................................................ 72 12.2 EXCLUSIONS FROM FORCE MAJEURE EVENT ........................................................................................ 73


52

12.3 NOTICE OF FORCE MAJEURE EVENT ...................................................................................................... 73 12.4 PERFORMANCE OF OBLIGATIONS ........................................................................................................... 74 12.5 TERMINATION DUE TO FORCE MAJEURE EVENT .................................................................................... 75 12.6 LIABILITY FOR OTHER LOSSES, DAMAGES ETC. ...................................................................................... 76

13 EVENTS OF DEFAULT AND TERMINATION ......................................................................................... 76

13.1 EVENTS OF DEFAULT .............................................................................................................................. 76 13.2 TERMINATION DUE TO EVENT OF DEFAULT ............................................................................................ 77 13.3 RIGHTS OF CORPORATION ON TERMINATION ......................................................................................... 79 13.4 ACCRUED RIGHTS OF PARTIES ............................................................................................................... 80 13.5 RIGHTS OF OPERATOR ON TERMINATION ............................................................................................... 80

14 OBLIGATIONS AND RIGHTS AT THE END OF CONTRACT PERIOD ............................................ 80

14.1 OPERATOR’S OBLIGATIONS .................................................................................................................... 80 14.2 CORPORATION’S RIGHTS ........................................................................................................................ 81

15 DISPUTE RESOLUTION ............................................................................................................................. 81

16 REPRESENTATIONS AND WARRANTIES ............................................................................................ 81

16.1 REPRESENTATIONS AND WARRANTIES OF THE OPERATOR ................................................................... 81 16.2 REPRESENTATIONS AND WARRANTIES OF CORPORATION .................................................................... 83 CORPORATION REPRESENTS AND WARRANTS TO THE OPERATOR THAT: .............................................................. 83 16.3 OBLIGATION TO NOTIFY CHANGE ........................................................................................................... 83

17 MISCELLANEOUS ....................................................................................................................................... 83

17.1 ASSIGNMENT AND CHARGES .................................................................................................................. 83 17.2 INTEREST AND RIGHT OF SET OFF ......................................................................................................... 83 17.3 GOVERNING LAW AND JURISDICTION ..................................................................................................... 84 17.4 WAIVER .................................................................................................................................................... 84 17.5 SURVIVAL................................................................................................................................................. 84 17.6 AMENDMENTS .......................................................................................................................................... 84 17.7 NOTICES .................................................................................................................................................. 85 17.8 SEVERABILITY ......................................................................................................................................... 85 17.9 LANGUAGE .............................................................................................................................................. 86 17.10 EXCLUSION OF IMPLIED WARRANTIES ETC ............................................................................................ 86 17.11 COUNTERPARTS ...................................................................................................................................... 86 SCHEDULE I. LIST OF EQUIPMENT’S AT PROJECT SITE FOR EXISTING 0.3T MRI MACHINE ................................. 87 SCHEDULE II. THE SPECIFICATIONS OF EXISTING 0.3T MRI MACHINE ............................................................... 88 SCHEDULE III. SCOPE OF WORK ........................................................................................................................... 94 SCHEDULE IV: SCHEDULE OF RATES FOR MRI SERVICES ......................................................................................... 98 SCHEDULE V. PROFORMA OF PERFORMANCE SECURITY ..................................................................................... 99 SCHEDULE VI. MRI STAFF DETAILS (QUALIFICATION AND EXPERIENCE) .......................................................... 101 SCHEDULE VII. NECESSARY APPLICATIONS AND MINIMUM HARDWARE REQUIREMENT ..................................... 102


53

TABLE OF SCHEDULES

Sr. No. PARTICULARS PAGE No.

1. Schedule I: List of equipment at the Project Site 87

2. Schedule II: Specification of 0.3T MRI Machine 88

3. Schedule III: Scope of Work 94

4. Schedule IV: Schedule of rates for MRI Service 97

5. Schedule V:Proforma of Performance Security 99

6. Schedule VI: MRI staff details (qualification and experience) 101

7. Schedule VII: Necessary applications and Minimum hardware

requirement

102


54

This Operations and Maintenance Agreement on Public Private Partnership basis (Revenue Sharing) is

mutually agreed and entered into on this ____ day of ____, Two Thousand and Eighteen at Pimpri.

BETWEEN

Pimpri Chinchwad Municipal Corporation (hereinafter referred as “Corporation”), having its principal office

at Pimpri Chinchwad Municipal Corporation main building, Pune Mumbai Road, Pimpri – 411018 and

represented by Shri _________________________________, the Medical Officer of Health for the city

Primpri Chinchwad (hereinafter referred as “Medical Officer Health”) in which expression are included

unless such inclusion is inconsistent with the context, his successor or successors for the time being

holding the office of the Municipal Commissioner; of ONE PART.

AND

_____________, a company incorporated under the provisions of the Indian Companies Act, 1956,

having its registered office at ______________, hereinafter referred to as the “Operator” which

expression shall unless repugnant to the context include its successors and permitted assigns, of the

OTHER PART.

WHEREAS,


55

A. Pimpri Chinchwad Municipal Corporation (PCMC) intends to provide operation and maintenance of its

MRI Centre at YCM hospital in Pimpri to a private Operator for providing MRI service (hereinafter

referred as the Project).

B. For the said purpose Corporation vide its tender notice number______________________ had

invited proposals from eligible bidders for the Project. In response thereto Corporation had received

proposals from various bidders including the Operator for implementing the Project.

C. Corporation, after evaluating the aforesaid proposals, accepted the proposal submitted by the bidder

__________ for operating, managing and maintaining the Project.

D. Thereafter Corporation had issued a Letter of Award (LOA) bearing No. _____ dated _____, to the

Operator and which has been acknowledged by Operator’s letter bearing No. ____ dated _____.

E. Corporation has executed this Agreement to assign to the Operator its rights and obligations with

regard to operation and maintenance of the MRI Centre at YCM hospital as per the provisions

mentioned in this Agreement.

F. The Operator is granted operation and maintenance right for the Project for a period of 10 (ten) years

from the Appointed Date as per the terms and conditions mentioned herein. The Operator shall at the

expiry of the Contract Period deliver the MRI Centre and the equipment listed in 0 in good and

operable conditions to the Corporation free of cost.

G. Corporation confirms the receipt of the following from the Operator:

a. Bank Guarantee dated _____ for an amount of Rs. _________ (Rupees _______ only) as

Performance Security, for the performance of the obligations of the Operator under this

Agreement.

In terms of the Letter of Award, the Parties hereto are required to enter into the Operation and

Maintenance Agreement being these presents to record the terms, conditions and covenants.

NOW THIS AGREEMENT WITNESSETH AS FOLLOWS:

1 DEFINITIONS AND INTERPRETATIONS

1.1 DEFINITIONS

In this Agreement, the following words and expressions shall, unless repugnant to the context or meaning

thereof, have the meaning hereinafter respectively ascribed to them hereunder:


56

“Affected Party” shall mean the Party claiming to be affected by a Force Majeure Event in accordance

with Article 12.1.

“Agreement” shall mean this Operation and Maintenance Agreement with its recitals and schedules, and

includes any amendments hereto made in accordance with the provisions hereof.

“Applicable Law” means and includes any statute, law, bye-law, rule, regulation, ordinance,

judgment, order, decree, injunction, writs or orders of any court of record, clearance, directive, guideline,

policy, requirement, or other governmental restriction or any similar form of decision of, or determination

by, or any interpretation or administration having the force of law of any of the foregoing, by any

Government Agency having jurisdiction over the matter in question, whether in effect as of the date of this

Agreement or thereafter.

“Applicable Permits” shall mean all clearances, permits, authorisations, consents and approvals

required to be obtained or maintained by the Operator under Applicable Law, in connection with the

operations and maintenance of the Project during the subsistence of this Agreement.

“Appointed Date” shall mean the date of the signing of this Agreement between Corporation and the

Operator.

“Basic Documents” means this Operation and Maintenance Agreement to be executed between the

Operator and Corporation.

“Contract Period” shall mean a period of 10 (ten) years commencing from the Appointed Date and as

ascribed under Article 2.2.

“Conditions Precedent” shall have meaning as ascribed under Article 4.

“Corporation” shall have mean Pimpri Chinchwad Municipal Corporation.

“Commencement Certificate” shall mean the certificate issued by the Corporation to the Operator after

the Superintendent YCM is satisfied with the compliance of the Operator to Conditions Precedent in

Article 4.

“Commercial Operation Date (COD)” shall be the date on which the Commencement Certificate is

issued to the Operator

“Emergency” shall mean a condition or situation that is likely to endanger the safety of the individuals on

or about the Project Site or which poses an immediate threat of material damage to the Project.

“Financial Year” shall mean the period commencing from April 1 of any given year to March 31 of the

succeeding year.

“Force Majeure”or “Force Majeure Event” shall mean an act, event, condition or occurrence as

specified in Article 12.1 of this Agreement.

“GoM” shall mean the Government of Maharashtra.

“Good Industry Practice” shall mean the exercise of that degree of skill, diligence, prudence, integrity

and foresight in compliance with the undertakings and obligations under this Agreement which would

reasonably and ordinarily be expected of a skilled and an experienced person engaged in the

implementation, operation and maintenance or supervision or monitoring thereof or any of them of a

project similar to that of the Project.


57

“Government Agency or Authority” shall mean Government of India (GoI), GoM, Corporation or any

state government or governmental department, commission, board, body, bureau, agency, authority,

instrumentality, court or other judicial or administrative body, central, state, or local, having jurisdiction

over the Parties, the Project Site or any portion thereof, or the performance of all or any of the

services or obligations of the Operator under or pursuant to this Agreement.

“Fee” shall be the charges payable by Patient/s to Operator for availing the MRI Service as per Error!

eference source not found.such fee shall be payable for availing the complete MRI Service and will be

inclusive of all the consumables and taxes involved for providing the service.

“Letter of Award (LOA)” shall mean the letter issued by the Corporation to the successful bidder.

“Material Adverse Effect” shall mean a material adverse effect on (a) the ability of the Operator to

exercise any of its rights to perform / discharge any of its duties / obligations under and in accordance

with the provisions of this Agreement and / or (b) the legality, validity, binding nature or enforceability of

this Agreement.

“Material Breach” shall mean a breach by either Party of any of its obligations under this Agreement

which has or is likely to have a Material Adverse Effect on the Project and which such Party shall have

failed to cure.

“MRI Service” shall mean Magnetic Resonance Imaging service provided through the MRI equipment at

the YCM hospital.

“MRI Centre” shall mean the location in YCM hospital where Magnetic Resonance Imaging equipment is

installed for providing the MRI Service.

“Parties” shall mean the parties to this Agreement and “Party” shall mean either of them, as the context

may admit or require.

“Performance Security” shall mean the bank guarantee (irrevocable) provided by the Operator as a

guarantee for the performance of its obligations and is in accordance with Article 6.1.1.

“Person” shall mean (unless otherwise specified or required by the context), any individual, company,

Corporation, partnership, joint venture, trust, unincorporated organisation, government or government

body or any other legal entity.

“Patient” shall be the person/s who has been informed or advised or prescribed by a medical practitioner

to avail MRI Service and has approached MRI Centre at YCM hospital for availing the MRI Service.

“Preliminary Notice” shall mean the notice of intended termination by the Party entitled to terminate this

Agreement to the other Party setting out, inter alia, the underlying Event of Default.

“Project” shall mean operation and maintenance of (old and new machine) MRI Centre at YCM hospital

along with the equipment listed in 0 for providing only MRI Service and as per the terms and conditions of

this Agreement.

“Project Agreements” means collectively this Agreement and any other material contract entered into or

may enter into by the Operator in connection with the Project.

“Project Site” shall mean MRI Centre at YCM hospital at Pimpri where the Operator shall operate,

manage and maintain the MRI Service for patients in accordance with the provisions of this Agreement.


58

“Premium” shall mean amount to be paid by the Operator on an annual basis for the Area, equipment/

facilities provided by Corporation as listed in 0 of this Agreement.

“Request for Proposal (RFP) document” shall mean the ‘Request for Proposal Document’, dated -

_________ issued by Corporation to the bidders in the proposal stage, as may be amended and

modified from time to time together with all annexures, Schedules, along with such corrigendum,

addendum, amendments which may be made from time to time.

“Rupees” or “Rs.” refers to the lawful currency of the Republic of India.

“Standards of Reasonable and Prudent Operator” means the standards, practices, methods and

procedures expected from a person seeking in good faith to perform its contractual obligations and in so

doing and in the general conduct of its undertaking exercising that degree of skill, diligence, prudence and

foresight which would reasonably and ordinarily be expected from a skilled and experienced Person

engaged in the same type of undertaking under the same or similar circumstances and conditions

including the conditions as contemplated by the Basic Documents.

“Security Deposit” shall mean the bank guarantee (irrevocable) provided by the Operator as a

guarantee for the upkeep of the equipment/ facilities provided by Corporation as listed in 0 under this

Agreement.

“Service Provider” shall mean an authorised service provider of MRI machine with whom the Operator

has entered into a contract in relation to the maintenance of the electrical equipment of the MRI

equipment.

“Termination” shall mean early termination of this Agreement pursuant to Termination Notice or

otherwise in accordance with the provisions of this Agreement, but shall not, unless the context otherwise

requires, include expiry of this Agreement due to efflux of time in the normal course.

“Termination Date” shall mean the date specified in the Termination Notice as the date on which

Termination occurs.

“Termination Notice” shall mean the notice of Termination by either Party to the other Party, in

accordance with the applicable provisions of this Agreement.

“YCM” shall mean YashwantraoChavhan Memorial Hospital of Corporation at Pimpri.

1.2 INTERPRETATION

In this Agreement, unless the context otherwise requires,

a. any reference to a statutory provision shall include such provision as is from time to time modified or

re-enacted or consolidated so far as such modification or re-enactment or consolidation applies to, or

is capable of being applied to any transactions entered into hereunder;

b. references to Applicable Law shall include the laws, acts, ordinances, rules, regulations, notifications,

guidelines or bylaws which have the force of law;

c. the words importing singular shall include plural and vice versa, and words denoting natural persons

shall include partnerships, firms, companies, corporations, joint ventures, trusts, associations,

organisations or other entities (whether or not having a separate legal entity);


59

d. the headings are for convenience of reference only and shall not be used in, and shall not affect, the

construction or interpretation of this Agreement;

e. the words "include" and "including" are to be construed without limitation;

f. any reference to day, month or year shall mean a reference to a Gregorian calendar day, month or

year respectively;

g. the Schedules to this Agreement form an integral part of this Agreement as though they were

expressly set out in the body of this Agreement;

h. any reference at any time to any agreement, deed, instrument, license or document of any description

shall be construed as reference to that agreement, deed, instrument, license or other document as

amended, varied, supplemented, modified or suspended at the time of such reference;

i. references to recitals, Articles, Sub-Articles, clauses, or Schedules in this Agreement shall, except

where the context otherwise requires, be deemed to be references to recitals, Articles, Sub-Articles,

clauses and Schedules of or to this Agreement;

j. the damages payable by either Party to the other of them as set forth in this Agreement, whether on

per diem basis or otherwise, are mutually agreed genuine pre-estimated loss and damage likely to be

suffered and incurred by the Party entitled to receive the same and are not by way of penalty;

k. any reference to any period commencing “from” a specified day or date and “till” or “until” a specified

day or date shall include both such days or dates;

l. in case of any conflict or discrepancy in the articles/ clauses in the body of the Agreement and those

in the schedules, the articles/ clauses in the body of the Agreement shall prevail.

m. any agreement entered by the Operator for the purpose of this Project shall be to the extent of the

rights provided under the provisions of this Agreement. Further, the timelines mentioned in this

Agreement shall be strictly adhered while entering into any agreement for the purpose of this Project.

It is hereby clarified that in the event of any conflict / dispute between the terms and conditions of the

agreement entered by the Operator for the purpose of this Project with that of the Operation and

Maintenance Agreement, then the provisions of the Operations and Maintenance Agreement would

prevail.


60

2 FACILITY MANAGEMENT RIGHTS

2.1 GRANT OF FACILITY MANAGEMENT RIGHTS

Subject to and in accordance with the terms and conditions set forth in this Agreement,

Corporation hereby grants and authorises the Operator to occupy, operate and maintain the

Project.

2.2 PERIOD OF RIGHTS

The Contract Period for operations and maintenance for the Project is for a period of 10 (Ten)

years from the Appointed Date. The Operator is authorised to occupy, operate, manage and

maintain the Project in accordance with the provisions hereof.

The contract period may be extended by further 5 years, subject to satisfactory performance,

adherence to terms and conditions and mutual agreement of both parties.

Provided that in the event of Termination, the period shall be limited to the period commencing

from the Appointed Date till the Termination Date.

2.3 ACCEPTANCE OF RIGHTS

The Operator hereby accepts the operations and maintenance rights hereby granted by

Corporation and agrees and undertakes to perform / discharge all of its obligations without any

consideration in return as highlighted in Article 8, in accordance with the provisions hereof.

3 PROJECT SITE

3.1 RIGHT TO ENTER PROJECT SITE

(a) Corporation shall, within 5 (five) days of the Appointed Date, grant the Operator the right to enter

the Project Site, to execute its operation and maintenance rights, subject to the provisions of

Article 4.1.

3.2 RIGHTS AND USE OF THE PROJECT SITE

(a) The Operator shall have the right to use the Project Site for the purpose of implementing the

Project in accordance with the provisions of this Agreement.

(b) The ownership of the Project Site shall be and continue to be of the Corporation.

(c) The Operator shall not create any Encumbrance on the whole or any part of the Project Site save

and except (ask what else is required on site) as set forth and permitted under this Agreement.

(d) The Operator shall throughout the Contract Period carry activities in the Project Site as

specifically mentioned under this Operation and Maintenance Agreement and as permitted and

governed by the laws of India or the State of Maharashtra.


61

(e) The Operator shall not, without the prior written approval of the Corporation, use the Project Site

for any purpose other than for the purpose of the Project and purposes incidental or ancillary

thereto.

(f) The structural changes and/or additional equipment purchased/leased by the Operator for

providing MRI Service at Project Site has to have prior written approval from the Corporation.

(g) The Operator cannot lease and/or use the MRI Centre and its equipment listed in Schedule I as

security against any type of consideration whatsoever.

3.3 APPLICABLE PERMITS

The Operator shall obtain and maintain the Applicable Permits and adhere to Applicable Law in such

sequence as is consistent with the requirements of the Project. The Operator shall be responsible and

shall be in compliance with the terms and conditions subject to which Applicable Permits have been

issued.

3.4 EXCLUSIVITY OF THE CONTRACT

The Operator shall be the sole and exclusive person entitled to undertake the project in the project area

i.e. YCM Hospital in line with the scope of work assigned under this agreement and PCMC agrees that no

agreement permitting similar activity in project area shall be entered by PCMC during the contract period.

4 CONDITIONS PRECEDENT

4.1 RESPONSIBILITIES OF THE OPERATOR

The Operator shall fulfil the following conditions precedent within 30 (thirty) days from the Appointed

Date:

(a) The Operator shall have executed a Performance Security in favour of Corporation for an amount

of Rs10,00,000/- (Rupees Ten lakhs only) in the form of Bank Guarantee from a nationalised /

schedule bank located at Pimpri for the Project at the time of signing of the Agreement as per

format mentioned under Schedule IV.

(b) The Operator shall also have received necessary applicable permits from competent authority

under relevant laws applicable.

(c) The Operator shall have prepared and submitted to Superintendent YCM, for verification the

educational and work experience details for each of the staff employed by Operator for providing

the MRI Service through the MRI Centre and get it approved in writing from the Superintendent

as eligible for working at the MRI Centre at YCM hospital in Pimpri. Also, at time of signing of

agreement, the staff to be on regular pay roll of operator.

In case of any replacements, staff to be replaced by equal or better qualified candidates.

(d) The Operator shall receive the Commencement Certificate from the Corporation to start operation

of the MRI Centre at the YCM hospital.


62

4.2 RESPONSIBILITIES OF PIMPRI CHINCHWAD MUNICIPAL CORPORATION

Corporation shall fulfil the following conditions precedent within 45 (forty five) days from the Appointed

Date:

(a) Corporation shall on its best effort basis provide support to the Operator in obtaining timely

approvals, permissions and authorisations for performance of obligations for the Project.

(b) Corporation shall grant the right to enter the Project Site to the Operator within 5 (five) daysfrom

the Appointed Date for use during the Contract Period for the purpose of the Project, free of any

charges, but subjected to the provisions of Article 4.1.

(c) Corporation shall provide to the Operator the available warranty documents of the MRI Centre.

4.3 COST OF SATISFYING THE CONDITIONS PRECEDENT

The cost of satisfying the above Conditions Precedent shall be borne by the respective Parties

responsible for satisfaction of the Conditions Precedent.

4.4 NON- FULFILMENT OF THE CONDITIONS PRECEDENT

(a) In case of non-fulfilment of the Conditions Precedent attributable to reasons beyond the control of

the Operator or Corporation, the period for satisfaction of Conditions Precedent may be extended

by mutual consent of the Operator and the Corporation.

(b) If any of the Conditions Precedent contemplated in Articles 4.1 and 4.2 has not been satisfied in

full or has not been waived, within the time stipulated or from such extended time that the Parties

may agree upon, then and in such event the Party other than the defaulting Party shall have the

right to terminate this Agreement by giving 30 (thirty) days’notice in writing to the other Party,

given at any time thereafter, but prior to such Conditions Precedent being satisfied or waived, and

if the Conditions Precedent are not satisfied or waived within such notice period, upon expiry of

such notice, this Agreement shall terminate.

(c) If the Agreement is terminated due to non-satisfaction of Conditions Precedent set forth in Article

4.1 except set forth in Article 13.2(a.f), the Operator shall not be compensated in any manner

whatsoever and the Performance Security shall be forfeited and encashed by the Corporation.

Provided that Operator would be exempted under Article 4.1(b) only when Corporation is satisfied

that the Operator has applied for availing the permissions from the respective authorities and no

response or delayed response is expected from the respective authorities

(d) If the Agreement is terminated due to non-satisfaction of Conditions Precedent set forth in Article

4.2 and Article 4.1(b), then Corporation shall release the Performance Security, Security Deposit

and Premium.

5 SUPERINTENDENT YCM

5.1 SUPERINTENDENT YCM

The Corporation shall nominate an officer of PCMC who shall act as Superintendent YCM. The

Superintendent YCM shall supervise and monitor the operation and maintenance of the Project. The

scope of work of the Superintendent YCM shall include but shall not be limited as mentioned under Article

5.2.


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5.2 SCOPE OF WORK OF THE SUPERINTENDENT YCM

a. Role of the Superintendent YCM

The Superintendent YCM is expected to facilitate the smooth implementation of the Project and

as per the terms and conditions of this Agreement. Broadly the role of the Superintendent YCM

is to review, monitor and where required by the Agreement, approve activities associated with

the implementation and operation of the Project to ensure compliance by the Operator to the

operational obligations.

b. Scope of services

The services to be provided by the Superintendent YCM are listed below. In addition, the scope

of services would also include such other functions as are required to be undertaken pursuant to

specific provisions of this Agreement.

During the period of this Agreement the Superintendent YCM would monitor, in accordance with

Good Industry Practice, the operation and maintenance activities undertaken by the Operator so

as to ensure compliance with the Operator obligations and other provisions of this Agreement.

The specific activities to be undertaken include the following:

a. Provide administration of the contract in full and in complete accordance with Applicable

Laws;

b. Conduct a general inspection of the Project at least once a month and as and when

exigencies require, to ascertain conformity to the Operator obligations;

c. The Superintendent YCM shall, in the ordinary course, maintain a record of the activities

undertaken by it in discharge of its functions and responsibilities. This would include

records in respect of the following:

i. Manpower deployed and other organisational arrangements of the Operator;

ii. Reviews of documents submitted to it by the Operator to meet its obligations as per

Article 4.1 and Article 6;

iii. Inspections undertaken and notices/ instructions issued to the Operator;

iv. Review of compliance with the commissioning requirements;

v. Force Majeure events;

vi. Breaches and defaults by the Parties;

vii. Maintain a record of the instance of deviation of Operator from its obligations till the end

of the Contract Period or as may be reasonably required and requested by Corporation or

as may be necessary to give effect to the provisions of this Agreement.

viii. Review of the operational procedure for the operation and maintenance of the MRI

equipment and delivery of the MRI Service.

ix. Review of Operator’s maintenance obligation for the MRI Centre and its equipment.

x. Shall verify and certify that all insurance taken by the Operator for the MRI Centre and its

equipment is sufficient to cover the risk of damage and is adequate as per the Good

Industry Practise.


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6 OPERATOR’S OBLIGATIONS

In addition to and not in derogation or substitution of any of its other obligations under this

Agreement, the Operator shall have the following obligations:

6.1 FINANCIAL OBLIGATIONS

6.1.1 Performance Security

The Operator shall, for due and punctual performance of its obligations hereunder relating to the Project,

deliver to the Corporation, simultaneously with the execution of this Agreement, a bank guarantee from a

scheduled / nationalized bank located in Pimpri acceptable to Corporation, in favour of Corporation, in the

form as set out in Schedule IV, (“Performance Security”) for an amount of Rs10,00,000/- (Rupees Ten

lakhs only). All charges, fees, costs and expenses for providing the Performance Security in the form of a

bank guarantee shall be borne and paid by the Operator.

The Operator agrees that the Performance Security shall be kept valid for a period of 10 (Ten) years and

6 (six) months from the Appointed Date, which shall cover through the Contract Period. Provided that if

the Agreement is terminated due to any event other than an Operator Event of Default, the Performance

Security if subsisting as of the Termination Date shall, subject to Corporation’s right to receive amounts, if

any, due from the Operator under this Agreement, be duly discharged and released to the Operator.

In the event of encashment of the Performance Security by the Corporation, in full or part, the Operator

shall within 30 (thirty) days of receipt of the encashment notice from Corporation provide a fresh

Performance Security or replenish the Performance Security to the original amount, as the case may be.

The provisions under this clause shall apply mutatis mutandis to such fresh Performance Security. The

Operator’s failure to comply with this provision shall constitute an Operator Event of Default which shall

entitle Corporation to terminate this Agreement in accordance with the provisions of Articles 13 hereof.

6.1.2 Outstanding municipal dues

In case operator is already a service provider or was a service provider, in any capacity in any of the

hospitals owned by PCMC and has any outstanding municipal dues in that capacity towards corporation,

he shall have to settle them first

The Operator shall pay all the outstanding municipal dues to the Corporation within 90 days from the

Appointed Date. The failure to pay such dues shall be treated as Operator event of default.

6.2 OPERATIONAL OBLIGATIONS

6.2.1 Project Implementation – O & M of MRI Centre

a. Unless otherwise permitted by Corporation, no operation of MRI Centre shall begin until the

Superintendent YCM is in place and has assumed charge.

b. The Operator shall, before commencement of operation;

i. have requisite organisation and designate and appoint suitable officers/ representatives as it

may deem appropriate to supervise the Project, to liaise with the Superintendent YCM /


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Corporation and to be responsible for all necessary exchange of information required

pursuant to this Agreement;

c. The Operator shall start operation of the MRI Centre within 6 (six) months after receiving

the Commencement Certificate (work order) from Corporation to start operation.

d. Operator shall maintain qualified and experienced staff at the MRI Centre for providing the MRI

Service to the Patient/s.

e. The Superintendent YCM, may, by written notice, require the Operator to suspend forthwith the

whole or any part of the operation of MRI Service, if in its reasonable opinion the same is being

carried on in a manner that is not in conformity with Good Industry Practice of maintaining

qualified staff at MRI Centre or was careless in maintenance of the equipment provided in the

MRI Centre.

f. The Operator shall provide the MRI Service from the MRI Centre at YCM hospital on 24x7 (24

hrs/day and for 7 days in a week) basis for the Contract Period.

g. The Operator shall have the right to collect the Fee as stipulated in Error! Reference source not

ound. from the date of issue of Commencement Certificate by Corporation. The Fee charged for

the MRI Service will be revised as per Article 8.2.

h. The Operator shall maintain record of patient at MRI Centre in the format prescribed by

Superintendent YCM and shall submit the same every 30 (thirty) days for verification.

i. The Operator shall intimate at least 15 (fifteen) days prior to change in staff at the MRI Centre

and get approved from the Superintendent YCM. The replaced staff should meet the requirement

as mentioned in the Schedule V of this Agreement.

j. The Operator shall assist Superintendent YCM to inspect the MRI Centre.

k. The Operator shall in good faith take due care in operation and maintenance of the equipment

provided at MRI Centre.

l. The Operator shall ensure after handing over the area as required for the new MRI machine,

Operator shall construct the following in the area provided by Corporation:

1. Toilet facility

2. Changing Room

3. Locker Room

4. Chiller Room

5. Technical Room

6. UPS Room and,


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7. Console Room

These above mentioned are pre-requisite for starting an MRI centre which shall be constructed

before start of operations.

m. The Operator shall maintain the list of services provided through the MRI Centre at all times

and the same should be available to the public and the Superintendent YCM on demand.

The Operator shall intimate and get approved from Superintendent YCM the dis-continuation of

any MRI Service listed in Error! Reference source not found.provided through the MRI Centre at

CM hospital.

Provided further, if MRI Centre service is non-operative in any of the services listed in Error!

eference source not found.for more than 7 (seven) days, Corporation shall, subject to the

provisions of Article 13.1, be entitled to terminate this Agreement and to appropriate the

Performance Security. The Operator shall pay to the Corporation Rs. 5,000/- (Rupees five

thousand only) per day as Liquidated Damages by way of demand draft towards “The

Commissioner, Pimpri Chinchwad Municipal Corporation” payable at Pimpri for the period of non-

operation. The Superintendent YCM through a written notice will indicate the period in days for

non-operation of MRI Service and the same shall be referred for computing the liquidated

damages. The start date for calculation of liquidated damages will be 3 (three) days after the non-

operation of the MRI Service.

6.2.2 Maintenance Contract

(a) The Operator shall enter into a contract with a Service Provider for the maintenance of MRI

centre equipment/ machinery during the Contract Period at its own cost and expense for:

i. Maintaining the MRI equipment detailed in 0; andfor the avoidance of doubt, it is hereby

clarified that notwithstanding the appointment of a service provider by the Operator for the

aforesaid purpose, the Operator shall be liable for the non-performance of its duties and for

the non-discharge of all its obligations and responsibilities, which it shall have towards

Corporation under this Operation and Maintenance Agreement and the appointment of

Service Provider (s) for the aforesaid purposes shall neither release nor exonerate the

Operator from its obligations hereunder, including full and timely compliance with the terms of

this Agreement. The Operator does hereby also agree and acknowledge that it shall remain

responsible for obligations performed or to be performed by the Service Provider to the same

extent as if such obligations were to be always performed by the Operator.

The Operator acknowledges and undertakes to ensure that the terms of any contract

between the Operator and the service provider shall be in conformity with the provisions of

this Operations and Maintenance Agreement and in the event of any conflict between such

contract and this Operations and Maintenance Agreement; the provisions of this Operations

and Maintenance Agreement shall prevail.


67

(b) The Operator shall submit a copy of the maintenance contract to the Superintendent YCM and

get its written approval as being adequate for maintaining MRI Centre equipment in operational

condition at all time during the Contract Period. The Operator shall submit to the Superintendent

YCM a copy of all the payment receipt for payment made against the maintenance contract

to the Service Provider.

6.2.3 Insurance

The Operator shall at its own cost, purchase and maintain by due re-instatement or otherwise, insurance

of the MRI machine for the value equivalent to the book value of the MRI machine as on the date of

signing of this Agreement. Such insurance shall be in the name of the Corporation and at all times during

the Contract Period, the beneficiary of the insurance policy shall be the Corporation.

The Operator shall maintain a register of entry in order of premiums paid towards the Project facilities and

proof of payments made shall be submitted to the Superintendent YCM on a regular basis.

6.2.4 Application of Insurance Proceeds

Subject to the provisions of this Agreement, the proceeds of all insurance policies received shall be given

to the Corporation. The Corporation shall apply such proceeds for the purpose it is dedicated for.

6.2.5 Un-insurable Risks

If any risk, which has been previously insured, becomes un-insurable due to the fact that the insurers

have ceased to insure such a risk and therefore insurance cannot be maintained / re-instated in respect

of such risk, the Operator shall not be deemed to be in breach of its obligations regarding insurance

under this Agreement.

6.2.6 Applicable Permits

The Operator shall, in respect of the Project, procure the Applicable Permits and be in compliance thereof

at all times.

6.3 GENERAL OBLIGATIONS

The Operator shall at its own cost and expense:

a. shall provide for equipment or instrument or consumable material as deemed necessary or

appropriate in discharging the obligation of providing the MRI Services as per Good Industry

Practice. Such equipment and instrument whose ownership lies with the Operator has to be

intimated to and approved by the Superintendent YCM.

b. shall not do or permit any activity on the Project Site which may be nuisance, annoyance or

disturbance to the owners, occupiers or residents of other premises in the vicinity.

c. shall not interfere or cause damage to the properties of Corporation whether located outside or

inside the Project Site of any sort during the course of the operation or the maintenance of the

Project. For any such interference the Operator shall acquire prior written permission from

Corporation.


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d. shall at the expiry of the Contract Period hand back peaceful possession of the Project to

Corporation free of cost and in good operable condition in accordance with provision mentioned

under Article 14;

e. shall in a timely manner obtain all statutory approvals, permission and authorisation which

the Operator requires or is obliged to seek from the respective agencies;

f. obtain all Applicable Permits as required by or under the Applicable Law and be in compliance

thereof at all times;

g. ensure and procure that any contract relating to the Project, entered into by the Operator for

implementing the Project in accordance with this Agreement contains provisions that would entitle

a nominee of the Corporation to step into such contract/s at the Corporation’s discretion, in place

and substitution of the Operator, pursuant to the provisions of this Agreement;

h. the Operator shall not appoint any Person as its agent, by a Power of Attorney or otherwise, for

the purposes of this Agreement except its Officer or Servant;

i. procure and maintain in full force and effect, as necessary, appropriate proprietary rights,

licenses, agreements and permissions for materials, methods, processes and systems used in or

incorporated into the Project;

j. make efforts to maintain harmony and good industrial relations among the personnel employed in

connection with the performance of its obligations under this Agreement and shall be solely

responsible for compliance with all labour laws and solely liable for all possible claims and

employment related liabilities of its staff employed in relation with the Project and hereby

indemnifies the Corporation against any claims, damages, expenses or losses in this regard and

that in no case and shall for no purpose shall the Corporation be treated as employer in this

regard;

k. shall not repair the MRI equipment from anyone other than the Authorised Service Provider

during the period of maintenance contract with the Maintenance Supplier;

l. shall be responsible for all the damages/consequences, legal or otherwise for its acts or deeds or

omission during the Contract Period for operation of MRI Centre at the YCM hospital in Pimpri.

m. shall handover all the soft copies of the images and the reports to the Hospital Authority on a

decided date every year for all Medico-legal cases

n. shall arrange separately for anaesthetist if required for any of the MRI treatment. The Operator

may charge separately for such service after prior approval from Corporation.


69

o. shall pay all the requisite taxes and charges levied by any other Government Authority as

applicable but excluding charges levied by PCMC for the operation of the MRI Centre.

6.4 NO BREACH OF OBLIGATIONS

The Operator shall not be considered to be in breach of its obligations under this Agreement nor shall it

incur or suffer any liability if and to the extent performance of any of its obligations under this Agreement

is affected by or on account of any of the following:

a. Force Majeure Event, subject to Article 12;

b. Corporation Event of Default;

c. Compliance with the instructions of the Superintendent YCM / Corporation or the directions of

any Government Agency other than instructions issued as a consequence of a breach by the

Operator of any of its obligations hereunder.

7 CORPORATION’S OBLIGATIONS

In addition to and not in derogation or substitution of any of its other obligations under this Agreement, the

Corporation shall have the following obligations:

Corporation within its purview shall:

a. Provide right to enter and use the Project Site after the Operator’s obligation in this Agreement

are met;

b. where appropriate provide on best effort basis necessary liaison to the Operator in securing

Applicable Permits;

c. Provide free of charge space for setting up new 3 tesla and 0.3 tesla MRI machine;

d. Provide free of charge covered space for changing room for the patients at MRI Centre;

e. Provide free of charge metered water8 connection at MRI centre. The cost of providing metered

water connection and payment of water consumption charges shall be borne by the Corporation;

f. Provide free of charge separate toilet area for the MRI Centre. The Operator shall construct,

operate and maintain and shall bear the expenses of the same.

g. bear the cost and provide free of charge electricity9, property tax, rent for the space for the

operation of MRI (0.3 T & 3 T) centre;

h. Observe and comply with all its obligations set forth in this Agreement

i. In case the Corporation sends patient for free MRI scan or approves concession in MRI scan then

Corporation shall bear the cost of the scan at the prevailing rates as per accepted Financial

proposal and shall compensate the charges to the operator on monthly basis.10




his own cost

10In such case, Corporation may ask the operator to send details of such free treatments or treatments provided at

concessional rates on monthly basis on a decided date


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8 CONSIDERATION AND FEE REVISION

8.1 PAYMENTMECHANISM

The Operator shall levy a Fee to the Patients using the MRI Services. The Fee for individual items of the

MRI Services shall be as per Error! Reference source not found.of this Agreement.

All fee for MRI treatment levied to the Patients shall be collected by the Operator and such collections

shall be audited by the Corporation’s Officer at the YCM hospital.

The Operator can provide additional service related to or associated to MRI equipment, other than those

listed in Error! Reference source not found.subject to approval from the Corporation and can charge for it

nly after it has been approved in writing by the Corporation. The rates for such services shall be

determined by the Corporation.

In case the Corporation sends patient for free MRI scan or approves concession in MRI scan then

Corporation shall bear the cost of the scan at the prevailing rates as per accepted Financial proposal and

shall compensate the charges to the operator on monthly basis.11

8.2 FEE REVISION MECHANISM

The Corporation shall provide a 2 (two) percent annual escalation in the Fee for all MRI Services listed in

Error! Reference source not found.. The escalation shall be applicable from the second year (after 12

onths from the date of issue of work order). The annual escalation in Fee shall be calculated by applying

the escalation rate increase on the Fee prevalent in the previous year of the Contract Period. Any change

in Good & Service Tax (GST) during the contract period shall be compensated to the operator at actual

by escalating the fee charged to the patient

9 PROPREITORY RIGHTS

The Operator acknowledges and agrees that all rights in and to any information, material, invention and

discovery of any kind, including any and all works in any medium whatsoever that refer to, relate to,

incorporate, include, analyze or utilize such information, material, invention and discovery, or any

improvements or modifications thereto and derivations therefrom (together known as the “Proprietary

Information”), developed by the Operator and used for purposes of implementing the Project, shall be

owned solely and exclusively by Corporation. The Operator agrees and acknowledges that it shall not be

entitled to use the Proprietary Information independent of the Project or otherwise than in connection with

the Project. Corporation alone shall have all the proprietary rights on the work delivered by the Operator.

11In such case, Corporation may ask the operator to send details of such free treatments or treatments provided at

concessional rates on monthly basis on a decided date


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10 CONFIDENTIALITY

a. Each Party acknowledges that it may, in the course of performing its responsibilities under

this Agreement, have access to or acquire information, which is proprietary to or confidential

to the other Party or its affiliated companies or their clients or to third parties to whom the

other Party owes a duty of confidentiality. Any and all such information which either Party (“the

Receiving Party”) or its employees, agents, or sub-contractors have acquired or received access

to, including without limitation the "Proprietary Information" (as defined in Article 9) shall be

deemed to be confidential and proprietary information (“Confidential Information”). The Receiving

Party agrees to hold the Confidential Information in strict confidence and not to disclose such

information to any third party or to use such information for any purpose whatsoever other than as

required under the terms of this Agreement and to advise each of its employees, agents and sub-

contractors who may have access to or acquire the Confidential Information of their obligations to

keep such information confidential.

b. If Receiving Party is mandatorily required to disclose any information contained in the

Confidential Information under any applicable law or if Receiving Party receives a request to

disclose all or any part of the information contained in the Confidential Information under the

terms of (a) a valid and effective subpoena by a court of competent jurisdiction or (b) order issued

or decree by a court of competent jurisdiction, the Receiving Party shall (i) immediately notify the

other Party of the existence, terms and circumstances surrounding such a mandatory

requirement or request, (ii) consult with the other Party on the advisability of taking available legal

steps to resist or narrow such mandatory requirement or request, (iii) cooperate with the other

Party in their efforts to resist or narrow such mandatory requirement or request and (iv) if

disclosure of such information is still required, exercise its commercially reasonable efforts to

obtain an order or other reliable assurance that confidential treatment will be accorded to such

information. The other Party shall directly bear all costs associated or indemnify and keep

indemnified the Receiving Party in full on demand from and against any and all legal fees, costs

and expenses incurred in the Receiving Party's effort to comply with this provision.

c. Notwithstanding the foregoing provisions of this clause, no obligations of confidentiality shall exist

in respect of information which:

i. is at the date of this Agreement in, or at any time thereafter comes into, the public domain

other than through a breach of this Agreement by the Receiving Party; or

ii. can be shown by the Receiving Party to have been known to the Receiving Party prior to it

being disclosed to it by the Other Party; or

iii. subsequently comes into the possession of either Party from a third party which had a lawful

right to disclose such information without restriction or which is independently developed by

such third party; or

iv. is disclosed, subject to the provisions of Article 10(b) above, pursuant to legal or regulatory

requirements; or

v. the Receiving Party has written authority from the other Party to disclose.

d. Neither Party shall make any public disclosure relating to this Agreement or the subject matter of

this Agreement without the prior written consent of the other Party.


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11 INDEMNITY

a. The Operator agrees to indemnify and hold harmless Corporation and its officers and

employees (each a “Corporation Indemnified Party”) promptly upon demand at any time and

from time to time, from and against any and all losses, claims, damages, liabilities, costs

(including reasonable attorneys' fees and disbursements) and expenses (collectively, “Losses”)

to which Corporation Indemnified Party may become subject, insofar as such Losses directly

arise out of, in any way relate to, or result from:

i. any mis-statement or any breach of any representation or warranty made by Operator or

ii. the failure by Operator to fulfil any agreement, covenant or condition contained in this

Agreement, including without limitation the breach of any terms and conditions of this

Agreement by any employee or agent of the Operator or

iii. any claim or proceeding by any third party against Corporation arising out of any act, deed or

omission by the Operator.

For the avoidance of doubt, indemnification of Losses pursuant to this article shall be made in

an amount or amounts sufficient to restore each Corporation Indemnified Party to the

financial position it would have been in had the Losses not occurred.

b. Any payment made under this Agreement pursuant to an indemnity or claim for breach of any

provision of this Agreement shall be net of applicable taxes.

12 FORCE MAJEURE

12.1 FORCE MAJEURE EVENT

Force Majeure shall mean any event or circumstance or combination of events or circumstances set out

below that materially and adversely affects any Party in the performance of its obligations in accordance

with the terms of this Agreement, but only if and to the extent that such events and circumstances

pertains to the Project or has a direct effect on the operations on the Project Site, which are not within the

affected Party’s reasonable control, and/or the effects of which the affected Party could not have

prevented through prudent business practices or, through reasonable skill and care, including through the

expenditure of reasonable sums of money;

a. earthquake, flood, inundation and landslide

b. storm, tempest, hurricane, cyclone, lightning, thunder or other extreme atmospheric disturbances


73

c. fire caused by reasons not attributable to the Operator or any of the employees, Contractors or

agents appointed by the Operator for purposes of the Project;

d. acts of terrorism;

e. strikes, labour disruptions or any other industrial disturbances not arising on account of the

acts or omissions of the Operator or the Contractor

f. War, hostilities (whether declared or not), invasion, act of foreign enemy, rebellion, riots,

weapon conflict or military actions, civil war, ionising radiation, contamination by radioactivity from

nuclear fuel, any nuclear waste, radioactive toxic explosion, volcanic eruptions, any failure or

delay of a Contractor caused by the events mentioned in this sub clause for which no offsetting

compensation is payable to the Operator by or on behalf of the Contractor

g. action of a Government Agency having Material Adverse Effect including but not limited to

i. acts of expropriation, compulsory acquisition or takeover by any Government Agency of the

Project or any part thereof or of the Operator’s or the Operator’s rights in relation to the

Project,

ii. any judgement or order of a court of competent jurisdiction or statutory authority in India

made against the Operator in any proceedings which is non-collusive and duly prosecuted by

the Operator, and

iii. any unlawful, unauthorised or without jurisdiction refusal to issue or to renew or the

revocation of any Applicable Permits, in each case, for reasons other than Operator’s breach

or failure in complying with the Project Requirements, Applicable Laws, Applicable Permits,

any judgement or order of a Governmental Agency or of any contract by which the Operator

as the case may be is bound.

h. early determination of this Agreement by Corporation for reasons of national emergency or

national security.

12.2 EXCLUSIONS FROM FORCE MAJEURE EVENT

Force Majeure shall expressly not include the following conditions, except to the extent resulting from a

Force Majeure:

a. Unavailability, late delivery or changes in cost of consumables, equipments, materials, spare

parts for the Project;

b. An indirect effect on the operations of the Project

c. Non- performance resulting from normal wear and tear typically experienced in a Project of this

kind; and non- performance caused by, or connected with, the non-confirming party’s (a)

negligent or intentional acts, errors or omission (b) failure to comply with any of the Laws of India,

or (c) breach of, or default under this Agreement.

12.3 NOTICE OF FORCE MAJEURE EVENT

a. As soon as practicable and in any case within 7 (seven) days of the date of occurrence of a Force

Majeure Event or the date of knowledge thereof, the Affected Party shall notify Corporation/

Superintendent YCM if applicable and the other party of the same setting out, inter alia, the

following in reasonable detail:

i. the nature and extent of the Force Majeure Event;

ii. the estimated Force Majeure Period;

iii. the nature of and the extent to which, performance of any of its obligations under this

Agreement is affected by the Force Majeure Event;


74

iv. the measures which the Affected Party has taken or proposes to take to alleviate/mitigate the

impact of the Force Majeure Event and to resume performance of such of its obligations

affected thereby; and

v. any other relevant information concerning the Force Majeure Event, and /or the rights

and obligations of the Parties under this Agreement.

b. As soon as practicable and in any case within 5 (five) days of notification by the Affected Party in

accordance with the preceding article 12.3 (a), the Parties shall along with Corporation/

Superintendent YCM if applicable meet and hold discussions in good faith and where necessary

conduct physical inspection / survey of the MRIcentre in order to:

i. assess the impact of the underlying Force Majeure Event,

ii. to determine the likely duration of Force Majeure Period and,

iii. to formulate damage mitigation measures and steps to be undertaken by the Parties for

resumption of obligations, the performance of which shall have been affected by the

underlying Force Majeure Event.

c. The Affected Party shall during the Force Majeure Period provide to the other Party regular (not

less than weekly) reports concerning the matters set out in the preceding article 12.3 (b) as also

any information, details or document, which the other Party may reasonably require.

12.4 PERFORMANCE OF OBLIGATIONS

If the Affected Party is rendered wholly or partially unable to perform any of its obligations under this

Agreement because of a Force Majeure Event, it shall be excused from performance of such obligations

to the extent it is unable to perform the same on account of such Force Majeure Event provided that:

a. due notice of the Force Majeure Event has been given as required by the preceding Article 12.3;

b. the excuse from performance shall be of no greater scope and of no longer duration than is

necessitated by the Force Majeure Event;

c. the Affected Party has taken all reasonable efforts to avoid, prevent, mitigate and limit damage, if

any, caused or is likely to be caused to the Project as a result of the Force Majeure Event and to

restore the Project, in accordance with the Good Industry Practice and its relative obligations

under this Agreement;

d. when the Affected Party is able to resume performance of its obligations under this Agreement, it

shall give to the other Party and the Superintendent YCM written notice to that effect and shall

promptly resume performance of its obligations hereunder, the non-issue of such notice being no

excuse for any delay for resuming such performance;

e. the Affected Party shall continue to perform such of its obligations which are not affected by the

Force Majeure Event and which are capable of being performed in accordance with this

Agreement; and

f. any insurance proceeds received shall be entirely applied to repair, replace or restore the assets

damaged on account of the Force Majeure Event, or in accordance with Good Industry Practice.


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12.5 TERMINATION DUE TO FORCE MAJEURE EVENT

a. Termination

If a Force Majeure Event, excluding events described under Articles 12.1 (g) and 12.1 (h)

continues or is in the reasonable judgement of the Parties likely to continue beyond a period of

120 days, the Parties may mutually decide to terminate this Agreement or continue this

Agreement on mutually agreed revised terms. If the Parties are unable to reach an agreement in

this regard, the Affected Party shall after the expiry of the said period of 120 days, be entitled to

terminate this Agreement.

Notwithstanding anything inconsistent contained in this Agreement, if a Force Majeure Event is

an event described under Articles 12.1 (g) or 12.1 (h), and the same subsists for a period

exceeding 365 days, then either Party shall be entitled to terminate this Agreement.

Provided that Corporation may at its sole discretion have the option to terminate this Agreement

any time after the occurrence of any event described under Articles 12.1 (g) or 12.1 (h).

b. Termination Notice

If any Party, having become entitled to do so, decides to terminate this Agreement pursuant to

the preceding sub clause 12.5(a), it shall issue Termination Notice setting out;

i. in sufficient detail the underlying Force Majeure Event;

ii. the Termination Date which shall be a date occurring not earlier than 60 days from the date of

Termination Notice;

iii. the estimated Termination Payment including the details of computation thereof and;

iv. any other relevant information.

c. Obligation of Parties

Following issue of Termination Notice by either Party, the Parties shall promptly take all such

steps as may be necessary or required to ensure that;

i. the Termination Payment, if any, payable by Corporation in accordance with the following sub

clause 12.5(d) is paid to the Operator on the Termination Date and

ii. the Project is handed back to Corporation by the Operator on the Termination Date.

d. Termination Payment

Upon Termination of this Agreement due to a Force Majeure Event, Termination Payment shall be

made to the Operator by Corporation in accordance with the following:

a. If the Termination is due to a Force Majeure Event, described under Articles 12.1 the Operator

shall be entitled to receive and appropriate the proceeds of any amounts under the Performance

Security and/or annual Premium.


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i. Provided Corporation shall be entitled to deduct the amount due from Performance Security

and/ or Security Deposit as per the provisions mentioned this Agreement before the Operator

can appropriate.

12.6 LIABILITY FOR OTHER LOSSES, DAMAGES ETC.

Save and except as expressly provided in this Article 12, neither Party hereto shall be liable in any

manner whatsoever to the other Party in respect of any loss, damage, cost, expense, claims, demands

and proceedings relating to or arising out of occurrence or existence of any Force Majeure Event.

13 EVENTS OF DEFAULT AND TERMINATION

13.1 EVENTSOFDEFAULT

Event of Default shall mean either Operator Event of Default or the Corporation Event of Default or both

as the context may admit or require.

a. Operator Event of Default

Any of the following events shall constitute an Event of Default by the Operator ("Operator Event

of Default") unless such event has occurred as a result of one or more reasons set out under No

Breach of Obligations mentioned under Article 6.4

a. The Operator subject to Article 4.1(b) has failed to start operation by providing the MRI

Service at the Project Site with 30 (thirty) days of receiving written approval from Corporation

to start the operation for any reason whatsoever;

b. The Operator is found interfering or causing damage to the properties of the Corporation or

others during the Contract Period;

c. The Operator has failed to provide Performance Security as per the Article 6.1.1;

d. The Operator has failed to provide annual Premium every year.

e. The Operator has failed to pay any outstanding municipal dues issued by the Corporation as

per the Article 6.1.2

f. The Operator has charged to Patients more than the Fee mentioned in Error! Reference

ource not found., without the prior written permission from the Corporation;

g. The Operator has failed to provide the MRI Services to the Patient(s) for more than 5 (five)

aggregated days in a month;

h. At any time from the Appointed Date, the Operator fails to carry out the maintenance of the

equipment at MRI Centre and has failed to rectify the same within 10 (ten) days from the date

of Preliminary Notice;

i. The Operator commences MRI Service operations prior to the receipt of Commencement

Certificate from Corporation;

j. Any information related to staff capability detailed in Schedule V or related to insurance of the

MRI Centre or related to insurance proceed is found false or misleading and the same has

not been rectified within 15 (fifteen) days from the date of Preliminary Notice;

k. A resolution for voluntary winding up has been passed by the shareholders of the Operator;

l. Any petition for winding up of the Operator has been admitted and liquidator or provisional

liquidator has been appointed or the Operator has been ordered to be wound up by Court of

competent jurisdiction, except for the purpose of amalgamation or reconstruction with the


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prior consent of Corporation, provided that, as part of such amalgamation or reconstruction

and the amalgamated or reconstructed entity has unconditionally assumed all surviving

obligations of the Operator under this Agreement;

m. The Operator has abandoned the Project;

n. The Operator has unlawfully repudiated this Agreement or has otherwise expressed an

intention not to be bound by this Agreement;

o. The Operator has suffered an attachment levied on any of its assets which has caused or is

likely to cause a Material Adverse Affect on the Project and such attachment has continued

for a period exceeding 90 (ninety) days.

p. The Operator has not paid the liquidation damages as per Article 6.2.1;

b. Corporation Event of Default

Any of the following events shall constitute an event of default by Corporation ("Corporation Event

of Default”), when not caused by Operator Event of Default or Force Majeure Event

a. The Operator has not received the right to enter the Project Site from Corporation within 30

(thirty) days from the Appointed Date subjected to the condition of Article 4.1;

b. The Corporation is in material breach of any of its obligations under this Agreement and has

failed to cure such breach within 60 (sixty) days of receipt of notice thereof issued by the

Operator;

c. The Corporation has failed to release the Fee collected for the MRI service provided by the

Operator to Patients for more than 60 (sixty) days; provided that such receivables by the

Operator are subjected to any dispute or written notice issued by the Corporation in relation

to the Project or MRI Services.

d. The Corporation has unlawfully repudiated this Agreement or otherwise expressed its

intention not to be bound by this Agreement;

e. Any representation made or warranties given by the Corporation under this Agreement has

been proved to be false or misleading.

13.2 TERMINATION DUE TO EVENT OF DEFAULT

a. Termination for Operator Event of Default

i. Without prejudice to any other right or remedy which Corporation may have in respect

thereof under this Agreement, upon the occurrence of a Operator Event of Default,

Corporation shall be entitled to terminate this Agreement in the manner as set out under

Article 13.213.2 (ii)

ii. If Corporation decides to terminate this Agreement pursuant to preceding clause 13.2 a

(i), it shall in the first instance issue Preliminary Notice to the Operator. Within 30 (thirty)

days of receipt of the Preliminary Notice, the Operator shall submit to Corporation in

sufficient detail, the manner in which it proposes to cure the underlying Event of Default if

any (the “Operator's Proposal to Rectify”). In case of non-submission of the Operator's

Proposal to Rectify within the said period of 30 (thirty) days, the Corporation shall be

entitled to terminate this Agreement by issuing Termination Notice.


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If the Operator's Proposal to rectify is submitted within the period stipulated thereof, the

Operator shall have further period of 30 (thirty) days to remedy / cure the underlying

Event of Default (“Cure Period”). If, however the Operator fails to remedy / cure the

underlying Event of Default within such further period allowed, Corporation shall be

entitled to terminate this Agreement, by issue of Termination Notice.

b. Termination for Corporation Event of Default

i. Without prejudice to any other right or remedy which the Operator may have in respect

thereof under this Agreement, upon the occurrence of Corporation Event of Default, the

Operator shall be entitled to terminate this Agreement by issuing Termination Notice.

ii. If the Operator decides to terminate this Agreement pursuant to preceding clause 13.2 b

(i) it shall in the first instance issue Preliminary Notice to Corporation. Within 45 (forty

five) days of receipt of Preliminary Notice, Corporation shall forward to the Operator its

proposal to remedy/ cure the underlying Event of Default ("Corporation Proposal to

Rectify”). In case of non-submission of Corporation Proposal to Rectify within the period

stipulated therefore, Operator shall be entitled to terminate this Agreement by issuing

Termination Notice.

iii. If Corporation Proposal to Rectify is forwarded to the Operator within the period stipulated

therefore, Corporation shall have further period of 30 (thirty) days to remedy / cure the

underlying Event of Default. If, however Corporation fails to remedy / cure the underlying

Event of Default within such further period allowed, the Operator shall be entitled to

terminate this Agreement by issuing Termination Notice.

c. Termination Notice

If a Party having become entitled to do so decides to terminate this Agreement pursuant to the

preceding Sub-Article 13.2 (a) or (b), it shall issue Termination Notice setting out:

i. in sufficient detail the underlying Event of Default;

ii. the Termination Date which shall be a date occurring not earlier than 60 (sixty) days from

the date of Termination Notice;

iii. the estimated termination payment including the details of computation thereof; and,

iv. any other relevant information.

d. Obligation of Parties

Following issue of Termination Notice by either Party, the Parties shall promptly take all such

steps as may be necessary or required to ensure that;

a. until Termination the Parties shall, to the fullest extent possible, discharge their

respective obligations so as to maintain the continued operation of the Project;


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b. the termination payment, if any, payable by Corporation in accordance with the following

Sub-Article 13.2(f) is paid to the Operator on the Termination Date; and

c. the Project is handed back to Corporation as instructed by Corporation, by the

Operator on the Termination Date along with any payment that may be due by the

Operator to the Corporation.

e. Withdrawal of Termination Notice

Notwithstanding anything inconsistent contained in this Agreement, if the Party who has been

served with the Termination Notice cures the underlying Event of Default to the satisfaction of

the other Party at any time before the Termination occurs, the Termination Notice shall be

withdrawn by the Party which had issued the same.

Provided that the Party in breach shall compensate the other Party for any direct costs /

consequences occasioned by the Event of Default, which caused the issue of Termination

Notice

f. Termination Payments

a. If the Agreement is terminated due to Operator Event of Default, the Operator shall not

be entitled to receive any termination payment from Corporation and the Performance

Security shall be invoked by the Corporation.

b. If the Agreement is terminated due to Corporation Event of Default, the Operator shall

receive from the Corporation, the Performance Security if subsisting till the date of

termination of this Agreement.

i. Provided Corporation shall be entitled to deduct the amount due from Performance

Security and Security Deposit as per the provisions mentioned this Agreement before

the Operator can appropriate.

13.3 RIGHTS OF CORPORATION ON TERMINATION

a. Upon Termination of this Agreement for any reason whatsoever, Corporation shall upon

making the Termination Payment, if any, to the Operator, have the power and authority to:

i. enter upon and take possession and control of the Project forthwith;

ii. prohibit the Operator and any person claiming through or under the Operator from

entering upon / dealing with the Project;

b. Notwithstanding anything contained in this Agreement, Corporation shall not, as a

consequence of Termination or otherwise, have any obligation whatsoever including but not

limited to obligations as to compensation for loss of employment, continuance or

regularisation of employment, absorption or re-employment on any ground, in relation to

any person in the employment of or engaged by the Operator/ contractor in connection with


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the Project, and the hand back of the Project Site by the Operator to Corporation shall be

free from any such obligation.

c. Notwithstanding anything contained in this Agreement, Corporation shall not, as a

consequence of Termination or otherwise, have any obligation whatsoever including

but not limited to obligations as to compensate for act or deed of the Operator during

the Contract Period.

13.4 ACCRUED RIGHTS OF PARTIES

Notwithstanding anything to the contrary contained in this Agreement, Termination pursuant to any of the

provisions of this Agreement shall be without prejudice to accrued rights of either Party including its right

to claim and recover money damages and other rights and remedies which it may have in law or contract.

The rights and obligations of either Party under this Agreement, including without limitation those relating

to the Termination Payment, shall survive the Termination but only to the extent such survival is

necessary for giving effect to such rights and obligations.

13.5 RIGHTS OF OPERATOR ON TERMINATION

Upon termination of this agreement for any reason whatsoever, the Operator shall upon making the

termination payment, if any to the Corporation have the Power and Authority to;

a. Receive the movable equipment and consumable purchased and owned by the Operator during

the Contract Period provided that prior approval of the Superintendent YCM was taken.

b. Receive compensation for immovable property, constructed or installed during the Contract

Period provided that prior approval of the Superintendent YCM was taken before the construction

or installation of immovable property.

14 OBLIGATIONS AND RIGHTS AT THE END OF CONTRACT PERIOD

14.1 OPERATOR’S OBLIGATIONS

i. The Operator shall on the date of expiry or termination of the Contract Period, hand back the

Project to Corporation in good operable condition as per terms of this Agreement and Operator

agrees that Corporation shall not be required to issue any notice to Operator for handover upon

such termination or expiry of the Contract Period.

ii. At least 6 (six) months before the expected expiry of the Contract Period, a joint inspection of the

Project shall be undertaken by Corporation, Operator and Superintendent YCM. Corporation and

Superintendent YCM shall, within 15 (fifteen) days of such inspection prepare and furnish to the

Operator a list of works/ jobs (“Project Handback Requirements”), if any, to be carried out so as to

conform to this Agreement. The Operator shall promptly undertake and complete such works/

jobs at least 3 (three) months prior to the expected expiry of the Contract Period and ensure that

the Project continues to meet such requirements until the same are handed back to Corporation.

iii. The Operator hereby acknowledges Corporation’s rights specified in Article 13.3 and Article

14.2(14.2) enforceable against it upon the expiry and Termination and its corresponding

obligations arising there from. The Operator undertakes to comply with and discharge promptly all

such obligations.


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iv. The Operator shall not remove the immovable improvements at the MRI centre which shall

become the property of PCMC. The Operator shall be free to remove its MRI Machine (3T) and

its associated equipment, hardware and consumables only from the MRI Centre.

14.2 CORPORATION’S RIGHTS

i. Corporation shall have the discretionary right to enter into an Operation and Maintenance

Contract with the existing Operator or any other operator of its choice at the expiry or termination

of the Contract Period based on the broad principles of this Agreement.

ii. It is expressly agreed that upon the expiry or termination of the Contract Period the Operator and

any person claiming through or under the Operator are prohibited from having access to or

entering upon the Project Site and dealing with or any part thereof and Corporation shall be

entitled to prevent any such access or entry;

iii. After the expiry or Termination of the Agreement, the continued occupation or use of Project Site

by the Operator shall be considered as illegal and unauthorised occupation upon the property of

Corporation and Operator shall be liable to pay Liquidated Damages to Corporation for an

amount of Rs. 50,000 (Rs. Fifty Thousand only) per day till the date of eviction of the Operator.

Further, to the Liquidated damages, the Performance Security if subsisting shall be en-cashed.

iv. Corporation shall not notify and is not obliged to notify the Operator about the action to takeover

the Project on the date of the expiry of the Contract Period and Corporation shall not in any

manner whatsoever be liable for any liabilities, claims, damages, losses, etc arising from such

action for takeover of Project.

15 DISPUTE RESOLUTION

Save where expressly stated to the contrary in this Agreement, any dispute, difference or controversy of

whatever nature between the Parties, howsoever arising under, out of or in relation to this Agreement

shall in the first instance be referred to the Medical Health Officer of PCMC.

In the event the dispute remains unresolved, then the same shall be referred to a committee chaired by

the Commissioner of PCMC and comprising of the Internal Auditor of PCMC, the Chief Accounts Officer

of PCMC, the Medical Health Officer of PCMC. The decision of this committee shall be final and binding

on the Parties.

Pending the decision on a dispute the Parties shall continue to perform their respective obligations under

this Agreement without prejudice to a final adjustment in accordance with such resolution.

16 REPRESENTATIONS AND WARRANTIES

16.1 REPRESENTATIONS AND WARRANTIES OF THE OPERATOR

The Operator represents and warrants to Corporation that:

a. it is duly organised, validly existing and in good standing under the laws of India;

b. it has full power and authority to execute, deliver and perform its obligations under this

Agreement and to carry out the transactions contemplated hereby;


82

c. it has taken all necessary corporate and other action under Applicable Laws and its constitutional

documents to authorise the execution, delivery and performance of this Agreement;

d. it has the financial standing and capacity to undertake the Project;

e. this Agreement constitutes its legal, valid and binding obligation enforceable against it in

accordance with the terms hereof;

f. the execution, delivery and performance of this Agreement will not conflict with, result in the

breach of, constitute a default under or accelerate performance required by any of the terms of

the Operator's Memorandum and Articles of Association or any Applicable Laws or any covenant,

agreement, understanding, decree or order to which it is a party or by which it or any of its

properties or assets are bound or affected;

g. there are no actions, suits, proceedings or investigations pending or to the Operator's knowledge

threatened against it at law or in equity before any court or before any other judicial, quasi judicial

or other authority, the outcome of which may constitute Operator Event of Default or which

individually or in the aggregate may result in Material Adverse Effect;

h. it has no knowledge of any violation or default with respect to any order, writ, injunction or any

decree of any court or any legally binding order of any Government Agency which may result in

Material Adverse Effect;

i. it has complied with all Applicable Laws and has not been subject to any fines, penalties,

injunctive relief or any other civil or criminal liabilities which in the aggregate have or may have

Material Adverse Effect;

j. no representation or warranty by the Operator contained herein or in any other document

furnished by it to Corporation or to any Government Agency in relation to Applicable Permits

contains or will contain any untrue statement of material fact or omits or will omit to state a

material fact necessary to make such representation or warranty not misleading;

k. no bribe or illegal gratification has been paid or will be paid in cash or kind by or on behalf of the

Operator to any person to procure the rights for the operation and maintenance of the Project.

a. Without prejudice to any express provision contained in this Agreement, the Operator

acknowledges that prior to the execution of this Agreement, the Operator has after a

complete and careful examination made an independent evaluation of the Project and the

information provided by the Corporation, and has determined to its satisfaction the nature

and extent of risks and hazards as are likely to arise or may be faced by the Operator in the

course of performance of its obligations hereunder.


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l. The Operator also acknowledges and hereby accepts the risk of inadequacy, mistake or error in

or relating to any of the matters set forth above and hereby confirms that Corporation shall not be

liable for the same in any manner whatsoever to the Operator.

16.2 REPRESENTATIONS AND WARRANTIES OF CORPORATION

CORPORATION REPRESENTS AND WARRANTS TO THE OPERATOR THAT:

a. Corporation has the full power and authority to grant the rights for operation and maintenance

of the Project;

b. Corporation has taken all the necessary action to authorise the execution, delivery and

performance of this Agreement;

c. This Agreement constitutes Corporation’s legal, valid and binding obligation enforceable

against it in accordance with the terms hereof;

d. There are no suits or other legal proceedings pending or threatened against Corporation in

respect of the Project.

16.3 OBLIGATION TO NOTIFY CHANGE

In the event that any of the representations or warranties made / given by a Party ceases to be true or

stands changed, the Party who had made such representation or given such warranty shall promptly

notify the other within 30 (thirty) days of the same.

17 MISCELLANEOUS

17.1 ASSIGNMENT AND CHARGES

a. The Operator shall not assign in favour of any person this Agreement or the rights, benefits and

obligations hereunder save and except with prior consent of the Corporation.

17.2 INTEREST AND RIGHT OF SET OFF

a. Any sum which becomes payable under any of the provisions of this Agreement by one Party to

the other Party shall, if the same be not paid within the time allowed for payment thereof, shall

be deemed to be a debt owed by the Party responsible for payment thereof to the Party entitled

to receive the same. Such sum shall until payment thereof carry interest at prevailing

Benchmark prime lending rate (SBAR) of State Bank of India per annum plus 2% from the due

date for payment thereof until the same is paid to or otherwise realised by the Party entitled to

the same. Without prejudice to any other right or remedy that may be available under this

Agreement or otherwise under law, the Party entitled to receive such amount shall also have

the right of set off.


84

b. Provided the stipulation regarding interest for delayed payments contained in this Article 17.2

shall neither be deemed nor construed to authorise any delay in payment of any amount due by

a Party nor be deemed or construed to be a waiver of the underlying breach of payment

obligations.

17.3 GOVERNING LAW AND JURISDICTION

This Agreement shall be governed by the laws of India. The Courts at Pune / Pimpri shall have jurisdiction

over all matters arising out of or relating to this Agreement.

17.4 WAIVER

a. Waiver by either Party of any default by the other Party in the observance and performance of

any provision of or obligations under this Agreement:

i. shall not operate or be construed as a waiver of any other or subsequent default hereof or

of other provisions or obligations under this Agreement;

ii. shall not be effective unless it is in writing and executed by a duly authorised representative

of such Party; and

iii. shall not affect the validity or enforceability of this Agreement in any manner.

b. Neither the failure by either Party to insist on any occasion upon the performance of the terms,

conditions and provisions of this Agreement or any obligation hereunder nor time or other

indulgence granted by a Party to the other Party shall be treated or deemed as waiver / breach

of any terms, conditions or provisions of this Agreement.

17.5 SURVIVAL

Termination of this Agreement

a. shall not relieve the Operator, the Corporation of any obligations already incurred hereunder

which expressly or by implication survives Termination hereof, and

b. except as otherwise provided in any provision of this Agreement expressly limiting the liability of

either Party, shall not relieve either Party of any obligations or liabilities for loss or damage to

the other Party arising out of or caused by acts or omissions of such Party prior to the

effectiveness of such Termination or arising out of such Termination.

17.6 AMENDMENTS

This Agreement and the Schedules together constitute a complete and exclusive understanding of the

terms of the Agreement between the Parties on the subject hereof and no amendment or modification

hereto shall be valid and effective unless agreed to by all the Parties hereto and evidenced in writing.


85

17.7 NOTICES

Unless otherwise stated, notices to be given under this Agreement including but not limited to a

notice of waiver of any term, breach of any term of this Agreement and termination of this

Agreement, shall be in writing and shall be given by hand delivery, recognised international courier,

mail, telex or facsimile transmission and delivered or transmitted to the Parties at their respective

addresses set forth below:

If to the Corporation:

Authorised Representative

The Corporation

__________

__________

If to the Operator:

Authorised Representative,

___________________

Or such address, telex number, or facsimile number as may be duly notified by the respective Parties

from time to time, and shall be deemed to have been made or delivered

i. in the case of any communication made by letter, when delivered by hand, by recognised

international courier or by mail (registered, return receipt requested) at that address, and

ii. in the case of any communication made by telex or facsimile, when transmitted properly

addressed to such telex number or facsimile number.

17.8 SEVERABILITY

If for any reason whatsoever any provision of this Agreement is or becomes invalid, illegal or

unenforceable or is declared by any court of competent jurisdiction or any other instrumentality to be

invalid, illegal or unenforceable, the validity, legality or enforceability of the remaining provisions shall not

be affected in any manner, and the Parties shall negotiate in good faith with a view to agreeing upon one

or more provisions which may be substituted for such invalid, unenforceable or illegal provisions, as

nearly as is practicable. Provided failure to agree upon any such provisions shall not be subject to dispute

resolution under this Agreement or otherwise.


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17.9 LANGUAGE

All notices required to be given under this Agreement and all communications, documentation and

proceedings which are in any way relevant to this Agreement shall be in writing and in English language.

17.10 EXCLUSION OF IMPLIED WARRANTIES ETC

This Agreement expressly excludes any warranty, condition or other undertaking implied at law or by

custom or otherwise arising out of any other agreement between the Parties and any representation by

any Party not contained in a binding legal agreement executed by the Parties.

17.11 COUNTER PARTS

This Agreement may be executed in six counterparts, each of which when executed and delivered shall

constitute an original of this Agreement but shall together constitute one and only the Agreement.

IN WITNESS WHEREOF THE, PARTIES HAVE EXECUTED AND DELIVERED THIS AGREEMENT AS

OF THE DATE FIRST ABOVE WRITTEN.

SIGNED SEALED AND DELIVERED

For and on behalf of Corporation by:

(Signature)

(Name)

(Designation)

For and on behalf of OPERATOR by:

(Signature)

(Name)

(Designation)

In the presence of:

1)


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2)List of equipment’sat Project Site for existing 0.3T MRI machine

Operational Equipment

1. Gantry

2. MRI Unit (0.3 Tesla machine HITACHI ERIS 2.0)

3. Operator Console

4. Laser Camera

5. Receivers Coils (6 numbers)

6. UPS and Batteries

7. Air Conditioner (2 numbers)

Other Equipment

1. Electrical connections points


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Schedule I. The specifications of existing 0.3T MRI Machine


89


90


91


92


93


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Schedule II. Scope of Work

The scope of work for the Project is as follows:

Operational Work Overview

1. General Guidelines –

a. Operator will purchase and install the new 16 Channel – 3.0 Tesla machine and operate &

maintain the machine New (3.0 Tesla) for the period of 10 (Ten) years stating from the date of

work order.

b. The operator has to operate & maintain the old 0.3 Tesla Machine at the YCM MRI Centre for a

minimum period of 5 years from the date of work order. After which the operator may decide to

discontinue the operation and maintenance of 0.3 T MRI machine.

c. The new 16 Channel – 3.0 Tesla machine shall have the necessary applications and minimum

hardware requirements as mentioned in the Schedule VI of the agreement.

d. The Operator shall provide the MRI Service to the Patients on a 24 hours basis throughout the

Contract Period. The Operator shall carry out all the activities as deemed necessary according

to the Good Industry Practice of providing MRI Service to the Patient. The Operator shall at its

own cost provide the consumables for providing the MRI Service.

e. PCMC will bear the cost and provide free of charge water12

supply, electricity13

, property tax

and rent of space for the operation of MRI Centre (0.3 T and 3 T) at YCM Hospital.

f. PCMC hall provide the required space for installation and operation of MRI services for 3T MRI

Machine.

g. The scope of work of the Operator will include purchasing new machine of 16 Channel – 3.0

Tesla, installing and operating and maintaining both the machines (Old and New) in

accordance with the provision of Agreement.

a) The Operator will have to construct a toilet facility, changing room, locker room,

chiller room, technical room, UPS room and console room in the space provided for

the new 3 tesla machine.

b) Similar facility is available for 0.3T MRI machine which needs to be operated and

maintained for minimum 5 year period.

h. The Contract Period will be for 10 (Ten) years which will be renewed on satisfactory

performance demonstrated by operator in the following areas:

a) Up to 90% up time

b) Reports shall be handed over to the patients within 24 hours, while in case of

emergency reports to be submitted in 1 hour




his own cost


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2. MRI Service procedure – The MRI Service shall provide adequate no. of films (plastic film) / contrast

consumables required as per industry practice which shall be monitored by Medical Superintendent

from time to time.

3. Regular operational activity – The Operator shall follow the following guidelines for operating the

MRI Centre and shall carry all additional activities as deemed necessary for operating the MRI

Centre:

a. Operator shall appoint competent persons for operating the MRI equipment and shall observe

due care in using the MRI equipment.

b. Shall provide guidelines to the Patient about the procedure followed for MRI.

c. Shall maintain adequate records related to providing the MRI Service.

d. Shall maintain due hygiene at the MRI Centre as per Good Industry Practice.

Management work overview

4. Management activity – Corporation requires the Operator shall carry out the following managerial

activity during the Contract Period but is no way limited to these guidelines and shall carry all

additional activities as deemed necessary for managing the MRI Centre:

a. Shall maintain sufficient and qualified staff at all time at the Project Site.In case of replacements,

shall have to replace the staff by equal or better candidates.

b. Shall maintain at all times the necessary approvals and permissions required for operating the

MRI Centre.

c. Shall address all issues legal or otherwise arising due to the operation of MRI Service.

d. Shall coordinate with the Superintendent YCM as per the terms, condition and obligation of this

Agreement.

e. Shall provide all information related to the operation of MRI Centre required during inspection by

the Superintendent YCM or by any Medical Authority in India.

f. Shall coordinate with the Superintendent YCM in resolving any dispute or difference in opinion on

operation and maintenance of the MRI Centre.

g. Shall pay all bills and financial liability on time related to the operation and maintenance of the

MRI Centre. Delay in payment of bills will attract a penalty of Rs. 5000 per day.

h. PCMC shall levy penalty of Rs.2000 per instance of non-availability of manpower or non-

functioning of the equipment for providing MRI services or MRI services not adhering to good

industry practices resulting in complaints from the patients.

i. The operator shall take all the necessary government permissions.

Maintenance Work Overview

5. Maintenance activity – Corporation requires the Operator to carry out the following activity as part of

Maintenance activity during the Contract Period but is no way limited to these guidelines and shall

carry all additional activities as deemed necessary for maintaining the MRI Centre:


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a. Shall carry out regular preventive and breakdown maintenance on time of all the electrical

equipment’s and fixture so as to ensure smooth operation of providing MRI Service.

b. Shall maintain at its own cost all supplies of equipment’s and consumables as may be required

for providing the MRI Service as per Good Industry Practice.

c. Shall appoint an experienced and qualified Service Provider for all equipment at MRI Centre

and carry out all preventive and break down maintenance activities on time for the continuous

operation of the MRI Centre.

d. Shall have signed Memorandum of Association with Original equipment manufacturer (OEM) for

Annual Maintenance Contract, provide documentary proof of same.

Type of MRI Scan

6. The operator shall ensure that the following MRI Services shall be made available at the MRI Centre.

Sr.

No.

List of MRI Services

1 MRI Head

2 MRI Orbits

3 MRI Nasopharynx and PNS

4 MRI Neck

5 MRI Shoulders Single Joint

6 MRI Shoulders Both Joint

7 MRI Wrist Single Joint

8 MRI Wrist both Joint

9 MRI Knee Single Joint

10 MRI Knee both Joint

11 MRI Ankle Single

12 MRI Ankle Both

13 MRI Hip

14 MRI Pelvis

15 MRI Extremities (Arm/ Forearm/ Thigh/ Leg)

16 MRI Temporomandibular Single Joint


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Sr.

No.

List of MRI Services

17 MRI Temporomandibular both Joint

18 MR Temporal Bone / Inner Ear

19 MRI Abdomen

20 MRI Angiography

21 MRI Spine Screening

22 MRI Chest

23 MRI Cervical/ Cervico Dorsal Spine

24 MRI Dorsal/ Dorso Lumbar Spine

25 MRI Lumber/ Lumbo-Sacral Spine

26 MRI Breast

27 MRI Thorax

28 MRI Venography

29 Whole body MRI (For oncological workup)

30 MR Enteroclysis

31 MR Cholecysto-pancreatography

32 MR for Salivary Glands with Sialography


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Schedule IV: Schedule of rates for MRI services

Sr.

No.

Services Rate (in Rupees)

Without Contrast With Contrast

1 MRI (3 T) Rate as per accepted

financial proposal

Rate as per accepted

financial proposal

2 MRI (0.3 T) Rate as per accepted

financial proposal

Rate as per accepted

financial proposal

3 Anaesthesia Rs.500 per patient 14

Rs.500 per patient

14The rate is for the first year, to be modified taking into account yearly escalation as mentioned in the agreement


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Schedule IV. Proforma of Performance Security

(Proforma of Bank Guarantee)15

THIS DEED OF GUARANTEE executed on this the ___________day of _______________at

__________________ by _______________(Name of the Bank) having its Registered office at

__________________ hereinafter referred to as “the Guarantor” which expression shall unless it be

repugnant to the subject or context thereof include successors and assigns;

In Favour of

Pimpri Chinchwad Municipal Corporation (hereinafter called “Corporation”), having its principal office at

Pimpri Chinchwad Main Building, Pune Mumbai Road, Pimpri – 411018, Maharashtra which expression

shall unless it be repugnant to the subject or context thereof include its, successors and assigns;

Whereas

By the Operation and Maintenance Agreement (“the Operation and Maintenance Agreement”) being

entered into between Corporation and ____, a company incorporated under the Companies Act, 2013,

having its registered office at ______________, (“the Operator”), the Operator has been granted the

rights to operate and maintain MRI Centre at YCM hospital in Pimpri (hereinafter referred to as “the

Project”).

A. In terms of Article 6.1.1 of the Operation and Maintenance Agreement, the Operator is required to

furnish to Corporation, an unconditional and irrevocable bank guarantee for an amount of Rs.

_________ (Rupees ___________ only) as security for due and punctual performance / discharge of

its obligations under the Operation and Maintenance Agreement.

B. At the request of the Operator, the Guarantor has agreed to provide bank guarantee, being these

presents guaranteeing the due and punctual performance / discharge by the Operator of its

obligations relating to the Project.

NOW THEREFORE THIS DEED WITNESSETH AS FOLLOWS:

Capitalised terms used herein but not defined shall have the meaning assigned to them respectively in

the Operations and Maintenance Agreement.

1. The Guarantor hereby irrevocably guarantees the due and punctual performance by M/s

____________________ (hereinafter called “the Operator”) of all its obligations relating to the Project

and in connection with achievement of obligations of the Operator in accordance with the Operation

and Maintenance Agreement.

15

To be issued by a Scheduled Bank in India


100

2. The Guarantor shall, without demur, pay to Corporation sums not exceeding in aggregate Rs.

________/- (Rupees _________ only), within 5 (five) calendar days of receipt of a written demand

thereof from Corporation stating that the Operator has failed to meet its obligations under the

Operation and Maintenance Agreement. The Guarantor shall not go into the veracity of any

breach or failure on the part of the Operator or validity of demand so made by Corporation and

shall pay the amount specified in the demand notwithstanding any direction to the contrary given

or any dispute whatsoever raised by the Operator or any other Person. The Guarantor’s obligations

hereunder shall subsist until all such demands are duly met and discharged in accordance with the

provisions hereof.

3. In order to give effect to this Guarantee, Corporation shall be entitled to treat the Guarantor as the

principal debtor. The obligations of the Guarantor shall not be affected by any variations in the terms

and conditions of the Operation and Maintenance Agreement or other documents or by the extension

of time for performance granted to the Operator or postponement/ non exercise / delayed exercise of

any of its rights by Corporation or any indulgence shown by Corporation to the Operator and the

Guarantor shall not be relieved from its obligations under this Guarantee on account of any such

variation, extension, postponement, non-exercise, delayed exercise of any of its rights by Corporation

or any indulgence shown by Corporation, provided nothing contained herein shall enlarge the

Guarantor’s obligation hereunder.

4. This Guarantee shall be irrevocable and shall remain in full force and effect until ______16

unless

discharged / released earlier by Corporation in accordance with the provisions of the Operation and

Maintenance Agreement. The Guarantor’s liability in aggregate be limited to a sum of Rs.

__________/- (Rupees _______ Only).

5. This Guarantee shall not be affected by any change in the constitution or winding up of the Operator /

the Guarantor or any absorption, merger or amalgamation of the Operator / the Guarantor with any

other Person.

6. The Guarantor has power to issue this guarantee and discharge the obligations contemplated herein,

and the undersigned is duly authorised to execute this Guarantee pursuant to the power granted

under ______________.

IN WITNESS WHEREOF THE GUARANTOR HAS SET ITS HANDS HEREUNTO ON THE DAY,

MONTH AND YEAR FIRST HEREINABOVE WRITTEN

SIGNED AND DELIVERED

by ____________________________________Bank

by the hand of Shri _______________________

its __________________and authorised official.

16

ten years and six months from the date of signing the Agreement


101

Schedule V. MRI Staff details (Qualification and Experience)

MRI Team Supporting Documents

The team for operating the MRI facility at YCM hospital on 24 hrs

basis should have minimum 1 Radiologist17

, 6 MRI technician, 4

nurses and 4 ward boys18

. The eligibility criteria for each of them

shall be as follows:

I. Eligibility criteria for Radiologist: The radiologist

should hold MD degree in Radiology or Diploma in

Medical Radiology (DMRD) with minimum 5 years of

experience in radiology field

II. Eligibility criteria for MRI technician: The technician

should hold a Degree/ Diploma as MRI technician

from an institute recognised by Paramedical Board in

India or recognised university and should have an

experience as a MRI technician for minimum 1 (one)

years.

III. Eligibility criteria for Nurse:: The Nurse should hold

an ANM/GNM Diploma or Bachelor of Science

Degree in Nursing from an institute recognised by

Indian Nursing Council or any recognised Nursing

Council in India or abroad and should have an

experience as a Nurse for minimum 1 (one) year.

IV. Eligibility for Ward Boy: The ward boy should be

10thpass with minimum 1 (one) year of experience of

working in a hospital or medical facility.

Relevant Certificates of education and

work experience

Also mention name, designation,

address and telephone number of the

contact officer from whom the details

can be verified

17There should be a panel of 3 radiologists, so that the work of radiologists is distributed in shifts and at least 1 Radiologist is

always available at MRI Centre.

18At the time of signing the agreement, the proposed staff should be on regular payroll of the operator


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Schedule VI. NecessaryapplicationsandMinimum hardware requirement

Sr.

No

Necessary applications Minimum Hardware requirement

1. Automatic and manual composing of

sagittal and coronal images

16 channel independent RF channels

2. Non contrast angiography Min gradient of 30 mT/m and slew rate of 100

T/m/s

3. Single and multivoxel spectroscopy Zero helium boil off

4. Parallel Acquisition with k space based

algorithm

Matrix coil technology for multiple

connectivity of coils

5. Prostrate spectroscopy PMU wireless physio control for ECG and

respiration measurement

6. Cartilage mapping Ultra-light weight coil technology which

requires least repositioning of the patient

7. Image fusion with CT,PET and NM

images

Full system UPS with minimum 15 mins

backup

8. Neuro perfusion evaluation MR Compatible Patient Trolley

9. 3D brain imaging for stroke and

microbleeds-amplitude and phase

Hand Held Metal Detector

10. MRI automatic planning with inline

capabilities

MRI compatible pulse oximeter

11. Motion correction software

12. Short breathhold time for body imaging Minimum coils

13. 3D high resolution imaging of cranial

nerves, inner ear and spine.

Head matrix coil

14. 3D fluid-cartilage differentiation Neck matrix coil

15. Real time and automatic diffusion Spine matrix coil


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Sr.

No

Necessary applications Minimum Hardware requirement

16. 3D Myelography Flex coil- small

17. Spine diffusion Flex coil-large

18. Multi point Dixon Body coil

19. 3D contrast-enhanced MR angio Breast coil

20. Auto bolus detection

21. Cardiac morphology

22. Cardiac tissue characterization

23. Diffusion imaging for liver and whole

body exams

24. Metal artifact reduction